The Darkness From Within
by COMPO1976
Summary: Clark is trapped in the Phantom Zone, Buffy is dead, Zod has returned to Earth and the Scoobies are split up. As Zod begins his tyranny on Earth, Clark must find a way to escape the Zone. Can Clark make it back in time? Will Buffy return? Find out now!
1. The Survivors

SMALLVILLE

_The Darkness From Within_

-Chapter One-

_The Survivors_

Dawn felt her entire body freeze, her throat was constricting, like a boa constrictor had just made its way around her neck. She couldn't breathe. Her entire body was rigid; she couldn't believe what had just happened. Buffy was dead, the thought ran through her mind so fast it was hard to comprehend it. One moment she was there the next she wasn't. She had jumped into that _thing_; to save her.

Why? Why did she have to leave her? Why? Dawn cried inwardly. They could have found another way. They could have saved the world without her dying.

Dawn could feel the tears dripping down her face, rolling down her frozen cheeks. A cold wind passed across her knocking her off her feet, her knees buckling. The air was still and quite. No one made a sound. No one even moved, the only sound came from the silent whimpers from Willow. How could she do this to us? Dawn asked herself over and over again.

_To save me_, a voice appeared in her head.

We could have found another way? Dawn thought

_There wasn't any other way, _the voice replied, _she had to do it._

She didn't, Dawn argued.

_Brainiac said my blood would open and close the portal, Buffy shares the same blood as me, it makes sense that it would have the same affect, _the voice replied knowingly.

But, why sacrifice herself for me?! Dawn cried within her head, I'm not even real! I was an accident! If Buffy had never cut herself on that damn stone, I would never have existed!

"It's all my fault," Dawn whispered silently to himself looking down at the ground, her tears splashing down on the tiled roof.

"Dawn?" came Willow's voice behind her. She placed a shaky hand on Dawn's shoulder, adding some comfort to her sorrow. Dawn turned around to see the tear stained faced Willow stood looking down on her. A weak smile crossed her face, it was all she could; she couldn't say anything. She didn't have to as Dawn threw her arms around her. She cried uncontrollably in Willow's arms as she held her. "I know, I know," was all Willow could say. She couldn't say anything, there was too much to tell. Way too much.

God help her Buffy, god help her, Willow thought sadly as she held Dawn.

* * *

"Are we there yet?!" Spike asked irritably as he leaned over Xander's seat looking out of the front window. To his relief; he could see Metropolis.

"Yes we're there!" Xander cried angrily, "sweet Penelope!"

"Well, hurry up, boy!" Spike growled, "If we don't get there soon they will all die!"

"Oh like you care about Giles or Will," Xander scoffed glaring at Spike, "you're just tryna get brownie points off Buffy! We're all wise to your act!"

"Hey, I like red!" Spike said with outrage yet strained to think of a reason why, as if he hated the fact he did, "and Giles.... has a nice record collection. Now will you move this rust bucket so we can finally get there!"

"It's ten minutes away now shut up!" Xander snapped irritably.

"You shut up!" Spike snapped back.

"Make me!" Xander retorted childishly.

"I'll bite you!"

"I'll give you a headache!"

"Both of you shut up!" Anya cried indignantly, "you're worse than travelling with a Garlforg demon."

There was a moments silence as both Spike and Xander glared at the road ahead.

"He started it," Spike piped up.

"Did not!" Xander protested.

"Did!" Spike snapped irritably, "now hurry up. We've got half an hour to stop an apocalypse before _Passions_ starts."

"Oh no, we'll miss it," Anya cried heartbroken.

Xander looked at her wide eyed glancing at Tara, who smiled weakly turning back to the window and back to her worries. Please be okay Willow, Tara pleaded in her head.

* * *

Giles stood looking at the balcony across from him. It seemed his worst fear had been realised, it had come true; his Slayer had died. He had dreaded this day since the day she had walked into the Library; she was so unruly, uncooperative and he wouldn't have changed her. She never changed, she just got stronger.

Maybe, Quentin was right. Maybe he did have a father's love. He couldn't help it though. He loved her as if she was his own. In some naive way; he didn't think this day would come.

Is it my fault? Giles thought. Should I have left her alone? Had her leave her destiny? Have a normal life? That was all she wanted when he first met her. She was 'done' she said, but he persisted, she had a destiny. That was all he thought about; destiny and duty. He had a duty, she had a duty; they both had a destiny.

_Joyce_, he thought to himself as tear formed in his eyes, _I'm sorry_.

"We have to go," Willow said letting go of Dawn and standing up a somewhat cold and determined look on her face. "We have to bring the... _body_ back to Sunnydale," she added, she felt a pang of pain or rather a gut ripping pain within her.

"There won't be a body," Lionel croaked, he too finding it unbelievable at what had just happened. The girl had gone head to head with the Brain Interactive Construct with just a hammer, she had survived a battle with a being five times stronger than her and yet she sacrificed herself to save them. He felt a glimmer of respect within him as he looked over at the balcony and yet he couldn't bear to look in the eyes of her friends and her _sister_, for he knew that what he had to say would only crush them further.

"What do you mean?" Dawn whimpered looking up at Lionel and everyone at last.

"Your sister jumped into the portal, it was going into an outward motion for releasing prisoners from the Phantom Zone," Lionel explained, "the force of that as well as using her blood to close the gate would have also reversed the effects pulling anything in close proximity to the portal. In this case, Buffy."

"But Brainiac fell inside? She'll still be in danger inside the zone?!" Willow cried frantically.

"The force of the Phantom Zone would have destroyed Brainiac," Lionel replied, "There would be too much unstable energy for him to take. But, I must remind you that your friend is dead... only her body resides in the Phantom Zone." He looked at the disappointment in their eyes, he had crushed their chances, their dreams like so many others in his life. It was times like this he wished he had never had his near death experience, or that he'd even changed... it was simpler back then when people hated him. "I'm sorry, the only comfort we may have is that we stopped Zod's return."

"Are you sure of that Vessel of Jor-El?" boomed a loud aristocratic voice from above.

Lionel looked up, his eyes widening in horror. Dawn, Giles and Willow turned around doing the same, they couldn't believe their eyes. Hovering above them was Lex, battering, his clothes torn and yet looking renewed in some ways. He seemed a different person to them. "Zod," Lionel gasped, "we failed."


	2. What Ever Happened to Lex Luthor?

-Chapter Two-

_What Ever Happened to Lex Luthor?_

Lois looked on in horror as she finally pushed her way through the crowd of people that had formed around LuthorCorp Plaza. She never thought that her night would be this exciting when she had decided to visit Chloe at the Planet. God, it must be fate, Lois thought rolling her eyes as the police cornered off the front entrance of the building, first that stripper gets killed and now Lex has blown a hole in his buildings... what's next, mini tornadoes in Kansas?

"My god," Chloe gasped in horror as she saw the wreckage before her as she too finally made her way through the crowd. The entire front entrance was in ruins, dusty smoke filled the scene as though the whole place had caved in. As she looked closely she could see that it hard, most of columns had been toppled, glass was spread across the floor giving full view of the wreckage for all of the Metropolitans.

"What could have done this?" Lois asked absolutely stunned, it looked like a bomb had hit it, but when she had felt the tremors before it had felt like numerous bombs going off. Yet how was the building even standing? She asked herself inquisitively.

One word, or rather name cross Chloe's mind. Clark. He had told her that Lex was dealing with Brainiac; Lionel had informed them that Lex was to be the vessel of Zod; a Kryptonian general and criminal from the Phantom Zone.

"We are at Metropolis, stood outside LuthorCorp Plaza where panic has ensued as a mysterious bomb has been said to have gone off," said a reporter for Metropolis News across from Lois. "Police are still trying to find out whether CEO Lex Luthor was in the building at the time of the bombing. With police awaiting for assistance all they can do is keeping the public at bay as the great mysteries of LuthorCorp threaten to be revealed."

Lois looked on curiously. If they wanted to attack Lex, why did they set the bomb off in reception area instead of his office? Had it gone wrong? She asked herself, oh calm down Lois, you're not a reporter leave all these questions to your cousin. She's the reporter in the family besides you've got to help Mr Kent become Senator of Kansas; the votes are coming in tonight after all.

Wait, Lois thought suddenly, Lex is the opposition! What if this was a political stunt, make it seem like there's been an attack on his life and rally some last minute support. No he can't do that, the votes are already being counted, she concluded, but I wouldn't put it past him, to pull some strings.

"Hey, there's something up there!" yelled an onlooker looking up to the top of the building.

Chloe looked up, it looked like nothing more than a dot, but it had a strange shape to it, almost human. It can't be, she thought she looked around for anyone with binoculars. "Can I borrow this?" she said quickly to the onlooker taking his camera from him and aiming it up to the top of the building. It might have been blurred and out of focus but she could tell exactly who it was... Lex.

* * *

Willow looked on in horror as Zod smirked down on them, his long coat torn and flapping in the wind like a cape, his entire body looked renewed considering the battle that could have been heard not so long ago. They had failed, she thought to herself looking up at him, she could see it in her eyes and the way he spoke, it was like Lex was saying it but a new voice took over, a new persona. It was chilling seeing it stood there.

"Hand over the key, my dear," Zod said coldly landing softly on the ground and walking towards them slowly like a lion creeping up on its prey. Willow stepped back and pressed an arm over Dawn.

"You're not taking her!" Willow snapped venomously moving her fingers softly as she readied herself for an attack.

"Don't be a fool. Kal-El has been banished, your Slayer has been destroyed," Zod said softly it was as if he was being kind, merciful and yet it made Willow's flesh crawl the way he said it. It was like he knew he'd already won. "There is no use resisting."

"Why do you need her?" Willow asked icily.

"To let out the other inmates of the Zone and thereby creating a grand army to stand at his side as he takes over Earth," Lionel said coldly glaring at Zod with utter distain.

"Jor-El's Emissary," Zod sneered, "I would have thought you would be taller. But then Jor-El was always a supporter of the weak."

"You have taken my son," Lionel snapped harshly, "Oracle or not you will rue the day you ever laid hands on my son."

"Mmm," Zod nodded with mild interest, "a son you abandoned? You tried to kill? Exiled? Manipulated and lied to? A son whom you blamed for another son's death depriving him of the love he so rightly deserved and still deny him when you know the truth. I felt his hatred for you when I took his body," he added a small flicker of a smile on his face, "it felt glorious to feel such hatred again. No Lionel Luthor, you lost your son a long time ago and he has been a shell of what you created for too long.... I am his destiny," he turned to Dawn holding out his hand, "and you can't fight destiny."

"_Discede_!" Willow shouted clapping her hands causing Zod to turn into a ball of smoke and disappear.

"He's gone," Dawn gasped.

"You killed him," Lionel breathed softly his voice cracking as he saw his son disappear in the smoke.

"No, it's a teleportation spell," Willow said quickly, "still working out the kinks. We have to go. He'll be back soon and we have to keep him away from Dawn."

"I suggest we teleport back to Sunnydale," Giles said leaning onto his sword, "we'll be able to regroup."

"I don't think I'll have enough power to get to Sunnydale and get Xander back here, it'll have to be somewhere close," Willow said with a voice that said she was taking charge.

"Clark's farm," Lionel said softly. "Zod won't look for you there. He knows the key from Sunnydale, he'll look there first. Go quickly, I'll deal with her." He nodded towards Lana's unconscious body.

"Okay," Willow said gingerly looking at Lana and back to Lionel. What did he mean 'take care of her', she didn't have time to be over cautious she had to protect Dawn now. "Let's go," she grabbed Dawn's arm, as Dawn looked dreamily at the balcony and grabbed Giles' disappearing in flash as she closed her eyes.

Lionel looked down pensively at Lana. What to do with her? He thought as he bent down to pick her up. He winced in pain as vice-like grip tightened on his shoulder almost crushing it. He fell to the floor in pain looking up to see Zod stood there. "Where is the key?" Zod snarled dangerously.

"Far from where you can touch it!" Lionel moaned through closed eyes. He opened his eyes as felt himself being pulled over his feet dangling a foot off the ground as Zod pulled him over his head.

"I will find her, I promise you that Jor-El and you shall fall at last," he growled heaving Lionel roughly against the wall. He fell to the ground unconscious. Zod looked down at Lana, "I may still have some uses for you."

* * *

"So you're not going to check anything out?" Lois asked utterly stunned as both her and Chloe walked back into the Daily Planet basement.

"I just don't see a story in it," Chloe shrugged, yet hiding her true reason.

"Hello, Chlo, a billionaire's office building gets near blown up yet cops can't find any traces of explosive or any reason as to how it could have happened," Lois cried holding out her arms exasperated. "This story screams Front Page news."

"Yeah for the Inquisitor," Chloe scoffed, "look Lois, the Luthor's are not people you want to cross and what with Lex running for Senator its best if we tiptoe past him for a bit. All reporters are doing the same. Luthor's are a no fly zone."

"Well, that's not good enough," Lois cried, "reporters should bring truth not scurry around it."

"Well, if you feel that way why don't you write it up," Chloe chuckled, "I'm sure the Inquisitor will love your theories."

"Maybe I will," Lois said determinedly, turning on her heels and running out of the building, "see ya later Chlo, I've got a Pulitzer to win."

"Good luck," Chloe chuckled weakly. God, Clark where are you?


	3. Trapped

-Chapter Three-

_Trapped_

Clark looked on as he floated slowly away from Earth, the glass pane that kept him captive had finally stopped spinning uncontrollably leaving him with just the lonely view of Earth. He banged against the glass hard only for it to ripple with little effect happening. It didn't smash, it didn't even crack it just wobbled like jelly and moulded itself around Clark. There was no way out. He was doomed. He closed his eyes tightly unable to look at the Earth. He had failed, Zod was free and Buffy and the others were doomed.

Mom.

Dad.

Chloe.

Lana.

Lois.

He felt a pain in his chest as he thought of Lois in trouble, he had after all made it a bad habit of keeping her out of trouble. He felt a gut wretching pang as an image of Lois in trouble filled his mind, it felt like a bee hive in his head, buzzing away, sending him images of death. He could see his mother, his father all of them dead. Everything he had tried to stop would come to pass.

Please don't die, he begged them from a far knowing they'd never be able to hear him.

He stepped back defeated, his feet suddenly submerged in a gooey silvery substance, it was transparent like the prison he was in; glassy. It reminded him of the _Doctor Who Movie_ when Paul McGann walked through Daphne Ashbrook's apartment window. Suddenly, he felt like a pair of shackles within the goo wrapping itself around his ankles. With great force it pulled at him pulling him through the goo and into a bright white light.

He felt like he was falling for miles. Dark shapes starting to form as mighty rocky columns shot upwards, black and decaying they seemed not of this Earth. The wind swept through his hair as he continued to plummet down until finally he hit hard ground, it was rough and cut against his skin as he rolled what seemed be a hill. He the rocks beneath the sandy surface cut against his skin, hitting his knuckles as his arms flailed with each roll.

Until finally he stopped.

His body was aching, the fall had not hurt him in the slightest; at that height it would have killed him it was the rough surface of the hill. He got to his feet weakly, a grey sand stuck against his clothes and smeared across his face. He winced as he squinted at the sun hovering over head, the wounds from his fall seared as he squinted at his surroundings.

He was in a baron wasteland, grey sand rocky mountains and a bright sun scorching the valley from its grey sky to its grey ground. Everything was grey. Everything felt hopeless. He had to get out of here.

A loud high-pitched shriek echoed through the valley as strange figure swooped out of nowhere zooming at him. He stepped back in horror as a scabby bandaged creature hidden within a black cloak. It shot at him like a rocket giving Clark no time to move or even run. It knocked him to the ground clawing at his face he could see in the corner in his eye as he tried to bat the creature away another one swooping at him like a vulture, they both clawed at him ripping at him. He growled in pain as he kicked and tried to push them away put his feet went right through them. They were like Phantoms.

It's no use, Clark groaned batting at his attackers away, they're too much. I'm not gonna make it.... I have to keep going, have to find some way out... Buffy, Mom, Dad, Lois, Chloe the others I can't... I can't give in.

He could feel himself losing consciousness and yet he fought to stay awake as the phantoms maul at him. Suddenly, the phantoms shrieked in pain as a bright light shot at them knocking them away. Clark could hear their cries as they flew away leaving him looking up at the figure before him, holding the strange source of his rescue. He didn't have long to look as the thing kicked him hard in the face knocking him out.

It pulled off its hood revealing a beautiful blond haired woman looking as if she was in her mid twenties. "Welcome to the Phantom Zone," she said coldly at the unconscious Clark.

* * *

"We'll be safe here," Willow said as they walked up the Kent's driveway. I hope, she thought worriedly as she looked up sat sky looking for any dots moving across the sky. God she wished Tara was here, she had sent her a telepathic message when they had landed. She hoped she got it. She tried to hold back the tears, she couldn't lose Tara like she'd lost Buffy. She couldn't.

"Willow?" Martha cried with surprise as she opened the door to them all. "Is everything okay?"

"Can we come in?" Willow asked gingerly holding Dawn, who was holding her bandaged arm.

"Yes, yes come in," Martha said spotting her arm, "what happened? Is she okay?"

"She's fine," Willow said quickly as they walked inside, "at least she will be..."

"Dawn, sit down let me see that," Jonathon said worriedly guiding Dawn to the couch as he unwrapped the wound. He looked at it in shock. "How did this happen?" he asked with mild anger looking over at Willow and Giles, "where's Clark?"

Both Giles and Willow looked at each other sheepishly. How could they tell them? Their son was imprisoned in some alien prison and they don't know how to get him out?

"Perhaps you should sit down," Giles said softly, "there is much we need to tell you."

"Willow, when's my mom coming?" Dawn asked shakily looking down at the coffee table in front of her. Willow gulped, she had hoped she'd be able to tell Dawn after she'd explained things to the Kents but then, nothing seemed to be going right these days.

* * *

Lana's eyes flickered open, her head felt like it was about to explode as swaying heavy weight filled it. She looked up at the white ceiling above her, although it looked more like a blurred patch of white she could tell it was a ceiling. She knew it well; she had spent many days looking up at it with Lex.

She got to her feet slowly realising she had been lying on one of Lex's couches. His study was empty and deserted, it looked like it always did; nothing had changed. What had happened? How had she got here? She winced as he head throbbed, the last thing she remembered was... was Lex and Fine's meeting. They were discussing something called the key, by the sounds of things it sounded dangerous. She felt a wash of fear fill her as the thought of the two things that came from the meteor shower, she had only just stopped remembering, dreaming about it. Did the key come with those things as well? Had they been in hiding all this time? Fine was governmental she knew that, was he preparing for something bigger? Or searching for the two? Her and Lex's research on the meteor showers had shown something had come down during the first meteor shower; was it the key that had come down? Is that why the ship had come down, to look for it?

She rubbed her head with frustration as she tried hard to remember the conversation. "You're awake," came a voice, it was familiar yet different at the same time. It sounded like Lex and yet it was different, more posh and defined, it seemed to drip with arrogance. Lana looked up to see Lex stood looking down at her from the upstairs balcony.

"Lex?" Lana sighed with relief.

"Lex Luthor is dead," Zod replied stonily, "there is only Zod."

Lana looked on confused unable to speak as Lex dropped down from the upstairs balcony floating down to her. "You... you're from the ship," Lana breathed in terror. "The one that came during the last meteor shower."

"Aethyr and Nam-Ek, they were merely foot soldiers readying my return," Zod replied walking towards Lex's desk looking over his computer.

"You're what Fine warned us about," Lana said knowingly, her body frozen, a cold chill filling her, he looked so human, he looked like Lex and yet he held himself differently; as if he was above all of this.

"Your naivety is amusing," Zod sneered amused taking a bite out of an apple, "I can understand why this human keeps you. It is quite amusing. But you have your uses."

"Lex," Lana stepped forward, "Lex, please if you can hear me, you have to fight it. I know you're in there."

Lana suddenly felt herself being lifted up a vice like grip around her throat. She looked down at Zod, who glared at her angrily. "Lex Luthor is dead, get that through your tiny head," Zod hissed letting her go causing her to crumple to the floor gasping for air, "I do not have time for pets.... there are enough of them on this planet as it is. What I need is an heir," he said hungrily looking down on Lana. She looked up at him terrified, "once the key is in my possession and my grand army is released from the Zone. This planet will end and breathe new life as New Krypton is born. They shall look upon the House of Zod as ruler and you shall have a part at my side."

Lana grabbed a fire poker turning it on to Zod. "I'll never join you," she roared venomously. "I won't let you take this planet."

Zod knocked the poker from her slamming her against the wall. His strength was incredible, she could hardly believe it. She didn't even have time to think let alone struggle as he stabbed the poker in her hand holding her against the wall. "I must go look for the key," Zod said stoically, "I think you need some time to adjust to your situation."

And with a look of distain he disappeared in a flash, leaving a whimpering Lana held against the wall. I have to get out of here, Lana thought, I have to find Clark.


	4. Raya

-Chapter Four-

_Raya_

The dull sun shone over the Phantom Zone scorching through the valley, torturing the inhabitants with every minute. Unknown to most within the zone, a small hut sits just below the rocky valley and between the vast sand dunes. It is there that Clark Kent feels the scorching sun twinkle against his eyes as they finally started to open, weakly. His body was aching and he felt like he was leaning on something rough, like a rock, it cut against his back. He winced as he moved against it, his back aching from the uncomfortable position he was in.

"Where are you from?" Growled a beautiful blond haired woman pulling Clark upwards as she pressed a strange knife to his throat. She was wearing what seemed like rags made up of turbans. Her eyes had a dangerous look as though she wouldn't hesitate in slitting his throat.

"I was born on Krypton, but I was raised on Earth," Clark replied glaring at her yet realising there was no point defying her, especially since she had a knife to his throat and he was already weakened. He'd have to find a way to get away from her later, he concluded.

She looked at him closely, as though what she had heard had resurfaced some sort of hidden knowledge from years ago. "Earth?" she said slowly a touch of worry in her voice. Clark looked at her closely as the danger in her voice disappeared and she looked at him quizzitively, "Kal-El?"

"How do you know my Kryptonian name?" Clark asked defensively.

"I knew your father," she said slowly as though what she was seeing was a long awaited dream come true and a nightmare at the same time. She looked down at her hand revealing something clenched within it. Clark recognised it as the thing she used to expel the phantoms from him. It was a crystal pentagon with an S inside it; Clark recognised it as the El Family Crest. Who was this woman? Clark thought.

* * *

"How is she?" Martha asked as Willow walked into the barn, her eyes filled with tears, reddened and bloodshot. It had been the worst moment of her life telling Dawn her mother was dead; the poor girl had lost everything in just short of a few hours. It wasn't fair, she thought, why did I have to lose her as well? She was her best friend and she left her, she was too young to die. Why did she have to die? She thought as she walked into the barn. Her head was spinning; she had to be strong but damn it she needed to grieve as well.

"Will, you okay?" Xander asked leaning against a bale of hay. Everyone was sat in the barn, even the Kents. Tara stood next to her taking her hand making her feel safe again. Giles seemed lost in thought, not unlike Anya who seemed lost at what emotion to feel, he was more lost in what to think, what to do, what was he to do now?

"I'm fine," Willow said composing herself, "we need a plan."

"First of you can tell us what's happened to our son," Jonathon said stepping forth with a look of worry.

"He's trapped," came a voice from behind Willow.

"What are you doing on my property?" Jonathon asked dangerously as Lionel Luthor stepped inside.

"I'm here to help, Jonathon," Lionel replied, "I work for Jor-El."

"I don't want either his nor your help," Jonathon snapped.

"Not even to save your son," Lionel added knowingly and yet his voice was drenched with smugness. "Your son is trapped in the Phantom Zone, an intergalactic prison created by Jor-El. General Zod has escaped and is searching for the girl, he'll find her, that is a certainty and when he does the Earth and everything you know will perish."

"That's why we have to work together," Willow said stepping forward giving Jonathon a knowing look. Jonathon nodded reluctantly.

"Is there a way to get Clark out of that prison?" Martha asked with concern, "I mean if this 'Zod' is Kryptonian you're going to need him to fight."

"Zod is a General, he would kill Clark," Giles said seriously remembering some of the information he received from Swann's findings. "The only way he could have won was if he'd killed Lex Luthor."

"Lex?" Martha asked confused.

"He has been taken over by Zod," Lionel said with a note of sadness though by looking at him you could only see regret.

"So you plan to kill your own son?" Jonathon asked stonily, trying to contain his anger. He had never cared much for Lex but he never dreamed of killing him, he felt a shred of pity to Lex as he thought of his own father planning to kill him.

"We have no choice;" Lionel said solemnly, "Zod cannot be allowed to stay on this world. If that means.... killing Lex, then that is what I must do."

"Where's Clark?" came a voice. They all turned to see Lana stood there, her hand bandaged.

"Lana?" Martha said shocked to see her.

"_You_," Willow spat venomously lifting her arm up throwing Lana against the wall magically. She closed her hand over causing Lana to grab her throat as though she was being choked. "You killed my best friend!"

"I don't know what you mean," Lana wheezed.

"Let her go Willow," Giles said urgently.

"What is this about?" Martha cried, "You're choking her! Let her go!"

"You helped Zod get free, you as good as killed her," Willow hissed choking Lana more, tears dripping from her black eyes.

"I can't remember... last thing I remember is Fine meeting with Lex," Lana gasped.

"Willow please... let her go," Tara whispered placing a hand on Willow's, "I know you're hurting but you don't want to do this... we can't do this."

Willow let her go sighing with both regret and sadness. What had she just done? She had almost killed her. Tears welled in her eyes. She crumpled in Tara's arms for once letting out all her grief.

"I'm sorry..." Lana wheezed, tears of pain and regret in her eyes, she had no idea she had been responsible for that monster taking over Lex, "Fine warned us something was coming... I think it might be this 'Key' Zod is searching for he seems intent on getting it. Whatever it is."

"The key is here," Lionel said stepping forward, everyone looking at him disbelievingly. What was he doing? They all thought, "There is something you must know."

* * *

The woman dabbed at Clark's wounds, he winced in pains as the wounds shot a sharp pain. He was not used to pain, being impervious to it all his life. "What's your name?" he asked her curiously yet still suspiciously.

"Raya," she said continuing to dab at his wounds, "though names don't mean much here."

"Where is here?" Clark asked her.

"Jor-El created this world to hold the prisoners of the twenty-eight known galaxies," Raya explained.

"So you're a prisoner?" Clark asked suspiciously.

"I may be trapped here but I am not one of those prisoners," Raya replied a little hurt. She dabbed the cloth into the water and continued to clean Clark's wounds.

"So what are you doing here?" Clark asked suspiciously.

"I came here voluntarily," Raya explained, "your father wanted the whole of Krypton to go into the Phantom Zone when he found out of its end, but the Council refused. I volunteered to go inside so a bit of Krypton would survive. Your father gave me this crystal to protect me from the phantoms that attacked you."

"They're inmates?"

"One of the worst," Raya replied solemnly, "their bodies were destroyed once they came in here for their terrible crimes. No doubt they will report back to the other inmates about your arrival."

"How did you know Jor-El?" Clark curiously, "my father I mean."

"I was one of his assistants," Raya replied, "I helped him build your ship. He was so careful with every bit of planning. Right down to your baby blanket."

"Why didn't he come into the Zone with you?"

"Because he wouldn't stop trying to save Krypton and your mother wouldn't leave his side," Raya replied.

"That doesn't sound like the Jor-El I know," Clark replied standing up and looking away as though a great truth had been revealed to him.

"Then you don't know Jor-El," Raya chuckled, "his only redemption for being unable to save Krypton was by sending you to Earth."

"Why?"

"To save it?" Raya replied confused, what does he mean 'why' he should know, "Earth is on its way of meeting the same end as Krypton. You should know this it's part of your training."

"I haven't started my training," Clark replied, "I mean how can I trust a man who has brought so much pain in my life."

"Pain is part of anyone's destiny Kal-El you can't escape it," Raya snapped angrily not like the way Clark spoke about her mentor. He had no idea of the great things he was to do, she thought, "you must save the world."

Clark looked at her bowing his head and getting to his feet. "I have to go," Clark said with determination limping towards the doorway of the hut. "I have to stop Zod."

"Zod? Zod is on Earth?" Raya gaped in shock and terror.

"How?"

"The Key," Clark said guiltily, "Jor-El or Jor-El's Fortress made it in human form to try and hide it from Zod. But Zod found it. I tried to stop it with a few of my friends, but I guess we were too late."

"I know of the human you speak of," Raya said with shock stepping out of the hut, Clark followed her. He stopped dead at the sight he saw before him. "I found her in the dunes; the portal must have killed her. She's lost a lot of blood."

"Buffy," Clark replied looking at Buffy's lifeless body before him. He collapsed to his knees. Tears dripped from his eyes, "she wasn't the key.... she didn't have to die."

"No, she didn't," echoed a loud voice, a voice Clark had not heard in nearly a year. He looked up to see Nam-Ek stood looking down on both him and Raya. "But, as I said to you before Kal-El... the few must be sacrificed for the needs of the many."

"I'm glad you're here Nam-Ek," Raya said stepping forward smiling up at Nam-Ek, "I was about to bring our guest to you... I think we've found our ticket out of here."

Clark looked up at her in shock. "I trusted you," he spat.

"Trust is for the weak," Raya replied coldly.


	5. The End of the World

-Chapter Five-

_The End of the World_

Lana looked into Clark's bedroom, were a young girl lay sobbing on the bed. How could she think this girl was dangerous? What had she been thinking? She had let her fear get the best of her, making her blind to the truth. Tears of sorrow and guilt twinkled in her eyes as she watched Dawn grieve. That poor girl, Lana thought, she's lost everything, her mother and now her sister. What had she done? She remembered bits and pieces of what had happened, if she'd just let Willow take Dawn, Buffy would be alive, Lex would be Lex and there would not a Zod.

"I'm sorry," Willow said walking up behind her.

"No, I should be sorry," Lana replied, "it's just I saw what came out of that ship and what they could do. The thought of anything else scared me to death. I wasn't thinking all I thought about was staying alive that I let all reason leave me."

"How's your neck?" Willow asked.

"It's okay, all that I deserve," she replied dully, "so magic?"

"Yeah," Willow nodded, "I'm one powerful Wiccan."

"I've not had much luck with magic," Lana replied rubbing her throat, "a matter a fact I haven't had much luck with meteor freaks, witches and aliens."

"Just be glad the Slayer isn't in that mix," Willow chuckled her voice cracking as she laughed as she remembered Buffy's slayer temper.

"A Slayer?" Lana asked confused.

"Never mind, it doesn't matter," Willow replied, realising she had said too much. Although, Lana knew enough it was not Willow's secret to tell and Buffy had took it to the grave, so should she. "We best get ready."

Tonight they go into battle, again.

* * *

"Come on Clark, pick up," Chloe growled down the phone, she had spent the last hour trying to reach him with no answer. Please don't be dead, she thought, no he can't die. He can't be. He can't die can he?

"Hello! Anyone down here!" shouted a voice from outside the news room. Chloe closed her mobile over turning to the door as a figure walked inside. She got to her feet peering from behind the photocopy room to see stood at the door, "... Jimmy Olsen?"

"Chloe?" Jimmy smirked as he stood at the door in his usual polo shirt and jacket.

"Jimmy," Chloe cried running at him and wrapping him into a hug, "it's so good to see you."

"Yeah, you too," Jimmy smirked broadly to ear to ear. He let her go looking down at her, "I mean god, this is great my first day at the Planet and I meet you again."

"You work here now!" Chloe said surprised looking at him in awe.

"Photographer extraordinaire," Jimmy smirked.

Chloe smirked broadly at Jimmy he always did make her laugh. Jimmy smiled back at her. Suddenly his smile faded as something grabbed him from the back of the neck. Chloe's eyes widened as Lex stood behind Jimmy lifting him up by the back of the neck. He flung Jimmy across the room knocking him against the wall. "Where is the key?" Zod demanded looking at her dangerously.

"What key?"

"This human's memories indicate that you are one of the few Kal-El trusts above all," Zod snarled, "Now do you have the key hidden here or not!"

"I don't know what you're talking about," Chloe wheezed.

"You are useless," Zod spat dropping her on the floor, he looked around for a moment obviously X-raying the place. "The key is not here. No matter I shall find it soon."

He suddenly disappeared with a flash. Chloe looked on in horror and knowing, she knew were he'd go next. He had Lex's memories. He was going to the Kents.

* * *

Clark stumbled to the floor as he carried Buffy's body through the sand dunes. They had walked for what seemed like hours and the sun scorched the back of his neck. He didn't care the only thing that was killing him was this gnawing wrenching feeling of guilt inside him. It was his fault he was holding her body, if he'd just stuck to the plan, but yet again he was reckless and gone head in without thinking. If he'd just told her the truth, none of this would have happened. Damn it, if he hadn't had met her she would still be alive.

"We're here," Raya said stopping at a black stoned archway with a stone panel in the middle of it. She stopped and allowed Nam-Ek and Aethyr to step forward examining the gateway. "Just put that girls hand on the panel and it should open the gateway."

"You have done well Raya," Nam-Ek replied, "at last we shall join our master in his new wor..." he gulped for breathe as Raya slashed her dagger at him his throat opening in a blink of an eye, blood rolling out of it. He gasped for breathe his eyes rolling back and he fell to the ground; dead.

"RUN KAL-EL!" Raya cried as she fought of Aethyr. "Get to the portal."

Clark darted for the portal continuing to carry Buffy's body. He could see the other inmates chasing after him. He had to get out of here, he had to get Buffy's body out of here she couldn't leave her here. Raya? I can't leave her; he thought he turned looking on hesitant only to see Aethyr stab Raya. "RAYA!" Clark cried in agony as he saw yet another body fall to the ground. He glared at the other inmate; he had to get out of here. He couldn't let them stop him. He pressed Buffy's bloodied hand down on panel. It shared the same look as the Raya's crystal. It had his family crest on it. It shone brightly sending a blinding light through the area, he felt something pull at his navel like an invisible hook, it pulled at him he regripped himself against Buffy. He wasn't going to lose her. Not again.

* * *

"We must strike Zod now," Giles said sharply as they all stood around the Kent's kitchen. "It won't be long till he finds us and Dawn. Willow and Tara are our best bet."

"Clark always said magic could hurt him," Jonathon said hating using his son's name in the past tense, it was like he was never going to see him again. He couldn't think that way.

"Plus we have some Kryptonite," Martha added. "It might slow him down for you to weaken him with your magic," she nodded to the girls.

"What about Lex?" Lana asked, "I mean, isn't there a way to split Zod from Lex's body?"

"If we split him Zod will run free through the world as a phantom free to take the body of anyone of his choosing," Lionel said seriously, "I do not like it but to stop Zod... we must kill Lex."

"You sure there isn't any other way?" Jonathon asked suspiciously.

"Like I said, the other way is too risky," Lionel replied.

"Hold it guys, I mean it's okay us having a plan but we still have to find Lex... I mean Zod... or Lex/Zod," Xander stumbled.

"Boy has a point," Spike added with a blanket over his head, "we have no idea where this Sergeant Pepper..."

"I'd turn around if I was you," Zod's voice appeared with a whoosh. Willow spun around firing a blast at Zod missing him by an inch as he zoomed out of the way lifting the Kent's couch and flinging it at the others. Willow ducked to the ground. The couch bouncing off the kitchen counter and flipping out of the window. She turned around to see the Kents lain on the floor, Jonathon on top of Martha keeping her safe. Xander was doing the same for Anya. Lana lay on the floor with Lionel and Tara unconscious.

Spike roared venomously lunging at Zod. Zod grabbed Spike's fist flipping him over holding him down on the sunlight. Spike screamed in agony as he began to sizzle as a streak of sunlight burnt him.

"_Hesterai_!" Willow cried angrily throwing kitchen knives at Zod. Lightning crackled around her fingers as she hovered off the ground breathing heavily, her eyes dark and venomous. Zod stepped back his eyes flashing a fiery colour shooting at streaks of heat vision at the daggers knocking them away with ease.

Spike scurried away into the shadows of the hallway as Zod appeared distracted. He looked on helpless as the sun shone through the living room; there was nothing he could do. He growled angrily as he looked at his lost loves murderer. Get her Red, he thought looking at the vengeful Willow as she pressed her hands against her palms.

"_Pulsus Tergum_," Willow hissed blasting Zod threw the Kent's window. She landed to the ground walking outside after Zod, a dangerous look in her eyes. She looked around searching for him as he seemed to have disappeared without a trace.

"Your powers are extraordinary, _witch_," echoed Zod from above hovering over her, "join me and we shall breed a new race of witch and kryptonian hybrid bring force a new mighty race."

"Sorry buddy, I don't swing that way," Willow quipped readying herself for an attack.

"So be it," Zod replied coldly, taking out a small black disc, "then you shall fall with the rest of these vermin," he held his hand at it pushing it away from him and causing it to spin around in mid air, the symbols on it flashing a yellow light. It spun so fast creating a golden light spinning around uncontrollably.

"What are you doing?" Willow cried as the Earth started to shake uncontrollably as the box continued to spin.

"I have downloaded the codes of your satellites from your pentagon," Zod explained coldly a smile creeping across his face. It was a knowing smile. It was a cruel smile. It was a victorious smile, "changing the core of this world into that of Krypton and aiming its beams at one object.... the key. Awakening my army!"

Willow looked back at the house as it rocked uncontrollable the entire structure in danger of falling. She stepped forward running for the screams. A blast of fire shot down from the ground stopping her halfway causing her to fall to the ground. She looked on helpless as the shaking Earth kept her down. She could hear Dawn's screams.

Buffy, Willow thought, I'm sorry... I've failed.


	6. Save the World

-Chapter Six-

_Save the World_

The house shook and the rocked as the Earth shook uncontrollably, dust dropping from the from the cracks in the ceiling. Jonathan held a screaming Martha as he manoeuvred her through the falling building.

"What's happening Jonathan?" Martha cried with fear as she watched their home fall apart yet again.

"I don't know, the place is falling apart," Jonathan cried looking around for the others as Xander pulled Anya outside.

"It's an Earth quake;" Xander cried fearfully, "the whole town seems to be shaking!"

"Xander!" Dawn screamed from upstairs. "What's happening?" she shrieked as she stumbled down the stairs.

"Earth Quake!" Jonathan cried taking Dawn's hand, "come on stay close! Everyone to the Storm Cellar!"

He and Xander picked up Tara, Lionel and Lana. Xander carried Tara with Jonathan carrying Lionel and Giles carrying Lana. It took everything for Jonathan not to leave Lionel there but, then it wasn't up to him who lived and died.

"Oi what about me?!" Spike snarled from the hallway.

"There's a cupboard under the stairs!" Jonathan cried, "I'm sorry but you won't make it to the Storm Cellar with that blanket, you'll be safe under there it can only fit one person."

"Oh aren't I the lucky one!" Spike growled diving into the cupboard as the others darted out of the house.

Willow fell to the ground unable to get to her feet as the force of the earth quake knocked her down again and again without mercy. She looked up at Zod as he held out his hands in triumph. He had won. She watched a streaking red beam of light shot from the dark ominous clouds; they parted into a circle as the beam shot from the sky. She was frozen, she couldn't move as she watched the beam dart down towards the house. Dawn.

Dawn fell to the ground as the Earth shook causing her to stumble, dropping to the ground. Jonathon fell to the ground letting go off her hand. He got to his feet weakly, as the Earth continued to shake. Dawn looked on in terror as the red beam shot straight at her.

"Dawn! Run!" Willow shrieked from the outside field. She seemed almost pinned against the floor as she tried to keep her footing.

Dawn's eyes widened with fear as she saw the beam come at her. It was so blindingly bright it was hard to see. She squinted her eyes as it became too much. She breathed heavily, her heart pounding, she was going to die.

A dark shadow loomed over her, blocking out the light. A muffled scream echoed behind her, it was filled with agony and fear. It was a woman. Dawn turned to see a teary eyed Martha being held back by a now conscious Lionel and Giles. Both Lionel and Giles seemed shocked unable to believe what they had just seen yet still able to hold Martha back. Dawn turned seeing finally what the figure was... Jonathon. He stood in front of the beam arms outstretched shielding Dawn. Dawn looked on dumbstruck as she listened to Jonathan's agonising screams of pain. No, not again, Dawn thought, not another person sacrificing themselves for me

BOOM!!! A loud explosion occurred from above as the black box exploded mid-spin shattering into pieces flying off into the distance. The Earth ceased to shake returning to normal. Jonathan fell to the ground breathing heavily, his eyes lolling. "Dad!" Clark cried running over to the Jonathan, his eyes filled with worry as he saw Jonathon's weakened body. "Dad! Dad!"

"Clark..." Jonathan croaked. Jonathan placed a hand on Clark's cheek. He looked him proudly a small smile across his face, fading in an instant as he slumped to the ground, his eyes closing over as he fell to the ground.

"Kal-El," Zod's voice boomed from above. Clark looked up to see Zod hovering above him. "You are back. This is unfortunate."

"For you Zod," Clark snapped glaring up at Zod as he stood up readying himself. He knew what was coming. He knew what he had to do.

"You believe you can challenge me!" Zod scoffed arrogantly, "I, a General? You have interfered with my plans for the last time. Goodbye, son of my Jailer."

Clark had had enough talking shooting off from the ground at Zod lunging into him causing both of them rocketing through the air. Clark glared at Zod as they both spun through the air out of control. Clark had never hated anyone as much as Zod, even with Lex, he didn't hate him, he pitied him, pitied him for what he had become, with Zod he wanted to rip him apart. This man had been the cause of Buffy's death, his followers had killed Raya, he had killed his father and destroyed his home world. He grit his teeth as the thought of his father caused his stomach to drop.

BOOM!! They finally landed. They slammed to the floor skidding across the forest floor leaving a long trail after them. They both held on to each other glaring at each other. Zod picked Clark up. "You are as foolish as your father," Zod snarled punching Clark in the stomach lifting him off his feet; he pulled him into him as he added, "both Kryptonian and Earthling."

Clark growled letting out a loud cry of anger head butting Zod sending him back a couple of feet. Clark jumped into the air pulling his fist back ready to deliver a devastating blow. Zod breathed in deeply uninterested in Clark's next attack; he knew he could block it. He breathed out sharply shooting a furious wind at Clark blasting him in the air.

Clark zoomed through the air smashing through the top half a pine tree, the trunk exploded into splinters spraying against Clark as he started to plummet the ground. Clark shifted his weight turning himself over to his front readying his legs to take the fall. He crashed to the floor, the ground exploding as he landed, fine and intact. He got to his feet glaring, looking around the forest. He could see a black blur zooming around the through the trees. Clark listened closely, he could hear the whooshing of Zod zooming around him probably trying to throw him off, but he couldn't place it until...

WHAM!! Clark flew across the wood something hard hit him in the back sending him flying as splintered flew past him and the smell of pine past his nose realised it was the top half of the tree he had crashed in to. He slammed his feet into the ground stopping himself and spun around to see Zod zooming at him. Clark ducked as Zod punched at him, his fist going into the tree trunk behind Clark. Clark suddenly sent a punch at Zod squarely in the jaw knocking him in the air. Clark leapt from the spot lunging at Zod. He growled furiously as he came at Zod readying himself for the attack. Zod swerved out of the way elbowing Clark in the back as he passed him. Clark slammed to the ground tasting the mud as it dug in his mouth.

Clark got to his feet weakly turning to see Zod stood behind him watching Clark closely in case he attacked. "It is useless to resist," Zod boomed, "You are beaten. I am of greater power than you. Stand down; don't suffer the same foolishness of your fathers. Join me and I will spare the people that you love. There has been enough blood spilled today. Kneel before Zod."

Clark glared at him. He was right. Zod was a whole different level to him, beating him at every turn. He couldn't bear to lose anyone else. Clark dropped to his knees; defeated. Zod walked towards Clark stopping over him giving him his hand. Clark took his hand bowing his head. Zod smiled victoriously and yet suddenly, it changed, his eyes bulged as strange pulled clamped his hand to Clark's. He growled as it burnt at his hand. Clark let go off his hand smiling smugly as he got to his feet. Zod dropped to his holding his hand up showing Raya's crystal sat on his palm flashing a blue light. Zod screamed in aguish as a strange phantom-like creature shot out from his body screaming and crawling at the air as though trying to get away from the strange pull that was dragging him back to the crystal until it disappeared into the crystal leaving Lex and Earth... forever. Lex collapsed to the floor unconscious completely stripped of Zod.


	7. Choices

-Chapter Seven-

_Choices_

Clark marched through the Fortress, his whole body shaking for the first time in his life. He shook distraughtly as he stepped into the cold palace. How could this have happened? Everything he touched destroyed, Pete, Lex, Lana and now Buffy and his father. Even Dawn...

* * *

Martha held his husband in her arms, tears dripping down her cheek and wetting Jonathan's lifeless cheeks. She brushed them away, brushing his waving blond hair. She shook distraughtly as tears continued to roll down her cheeks. She looked down at his top to see a burn patch on his white shirt. Oh god, she thought.

Everyone remained quiet as yet another death hit them. Giles bowed his head in respect, this man had saved the last link to his _daughter_ it was only right he showed some form of respect. Xander looked at the body unable to think, unable to speak, he had only met Jonathan a couple of times yet every time he did he was always insanely jealous of Clark for having a father who was actually a nice guy, who loved him, who was proud of him.

"I'm so sorry," Dawn whispered softly, tears rolling down her face. Why does everything she touch die? She thought, first her mother, then Buffy and now Clark's dad, what was her problem?

"Don't be sweetheart," Martha choked through tears giving Dawn a weak smile, "don't blame yourself..."

"That's my job," Clark said bending down next to his mother fighting back the tears in his eyes as he looked down at his father's body.

"There was nothing you could have done, Clark," Lionel said placing a hand on Clark's shoulder as some way to comfort him. "There was nothing any of us could do."

"This was not your fault, Clark," Martha said sharply looking at her son, "either of yours," she added looking at Dawn, "Jonathan would never have allowed any man to harm a child or his son. He did what he always did; protected his family."

"I'll call an ambulance," Giles stuttered not knowing what to say. "They can... take care of him."

"Thank you," Martha said softly.

Clark stood up. "You'll need two," Clark said quietly finding it hard to keep his legs from buckling. He looked over at Giles knowingly. Giles knew exactly what he meant.

"Buffy," he gasped.

* * *

Clark stood looking on from the loft as the Scoobies stood around their lifeless friend. He couldn't help thinking how peaceful she looked, lying there, just like his father and yet he couldn't help feeling the pain of her friends. Xander was shell shocked having to lean against the rail of the loft, Giles was leaning against the wall the memories of her death flooding back at him, Willow was being cradled by Tara as she sobbed uncontrollably. Clark glanced at the corner to see Spike distraughtly punching one of the posts of the loft, he felt a shred of sympathy for Spike as he saw his non-beating heart break into pieces in front of him, he felt the same way. This was the day for broken hearts.

"We shall make arrangements for her... to be brought back to Sunnydale next to her mother," Giles said sadly as he cleaned his glasses thoroughly.

"I'm sorry," Clark said softly.

"This wasn't your fault, Clark," Willow whimpered through tears. "We saved the world that's all that matters."

"Jor-El told me when he brought me back that someone I cared about would die in my place," Clark said stubbornly, knowing the truth, "Buffy died because of me."

"And your father died because of me," Dawn said softly, "because I'm the key..."

"STOP IT!" Xander barked, "it's no one's fault... these things just happened. Buffy died saving world. Jonathan died saving the world. We'd all do the same in a heartbeat if it came down to it. Don't taint their deaths by blaming each others."

"I have to go," Clark said suddenly through the silence turning away from them, "there's something I have to do..."

* * *

"Kal-El, you have returned," Jor-El's voice boomed through the ice fortress.

"Two people I care about have died," Clark shouted through the blustering wind, his voice cracking as tears rolled down his eyes. "Please I need your help..."

"You know the consequences of bringing someone back from the dead Kal-El," Jor-El replied, "your powers maybe extraordinary but they are not god-like."

"Please, don't let them pay for my mistake," Clark pleaded, "this isn't their destiny."

"I am sorry my son," Jor-El replied solemnly, "Buffy Summers was the balance to your death, Jonathan Kent's was his own choice. If you wish to bring them back to life, you must chose only one for while one remains dead it keeps the natural balance in check."

"You know I can't do that!"

"Then leave them be my son," Jor-El replied, "death is a natural part of life... you must face it and move forward. I am sorry for your loss, Kal-El."

Clark bowed his head hopeless a tear running down his face. He had lost two of the people he loved and so had Dawn. This wasn't fair and yet he knew he could only do one thing to make up for the pain he had caused her.

"I have one more request," Clark called. "Dawn? They Key? I want it, it so you make it so she can be a normal girl without the key inside her. I know you can do that Jor-El, you have done it before."

"Very well," Jor-El replied, "but the key must have a host."

"I know," Clark said, "I shall be the key."

"If that is your wish," Jor-El replied, a crystal floating out of the crystal panel, "take this crystal and it shall be done."

Clark stepped forward looking at the crystal gingerly. It glowed as he got closer. He nodded, knowing that he had to do this taking the crystal in his hand a white light engulfing him.

* * *

Clark stood looking out the barn loft, the sun was high and shining across the fields surrounding the farm; his father's farm. _His _farm now. It all belonged to him, and his mother. It was left to him in his father's will. His father had left the farm to him and had also requested that Martha take on his Senatorship should he win. Seeing it all and hearing it from the Lawyer at the Smallville Banking and Loans made it all final. Like there was no way back and yet even as he read it to him, Clark could still hear Jor-El's words 'face it and move on'. It truly was over; they were dead, both Buffy and his father.

Giles had said that this might happen but not this way, he had said that she might get too dependent on him to save the day. Truth was she was never dependent of him, she always relied on herself but she still needed him. She needed him to tell her the truth; like Lana. She needed him to help her like he did with Ken and Adam. And when she needed him he lied to her, placed her in danger and turned his back on her when he needed his help. He left her to fight Brainiac by herself, he wasn't there for her when he needed him.

The worst was telling the others there nothing he could do. He still remembered Willow's distraught ramblings before they had left for the airport, she had practically begged him to try something else, it hurt him to say no and yet he had to, he just hoped Willow didn't try anything stupid. Dawn was mixed of course, she didn't know what to feel, she wasn't the key anymore but she had no family, she was an orphan. Happiness and sadness rolled up into one.

"Looks like Lois has risen to the ranks of Investigative Reporter," Chloe said at the top of the loft holding up a front page of the Inquisitor: "MYSTERIOUS BOMBING AT LUTHORCORP".

"Like cousin like cousin," Clark joked weakly smiling.

"I'm so sorry Clark," Chloe said hugging him tightly. "I know you cared for Buffy a lot. And your dad..."

"He was better than me," Clark said with a note of guilt, "he jumped in front of that beam without even knowing Dawn. All he thought about was protecting some girl he hardly knew. Me, when it came down to it, I let my emotions get the best of him and it almost destroyed the world."

"You can't keep blaming yourself," Chloe said sympathetically, "you made a mistake, we all do it. That's what makes us human."

"But... I'm not," Clark paused with realisation, "meeting Raya in the Phantom Zone verified that. I finally know why I was sent here, I always thought it was too conquer and destroy and last week I almost accomplished what I'd been running away from when really I was sent to do the opposite. It's time I stopped running from my destiny and saved the world... like my father's before me."

* * *

One Month Later...

"Willow, are you sure about this?" Xander shivered rubbing himself with his arms as he held his candle up huddled in a circle with Tara, Willow and Anya.

"I'm sure Xander," Willow replied as they all sat in the middle of Sunnydale Cemetery. "Now let's get started... tonight's the night we bring Buffy back."

Willow places the Urn of Osiris on the heard grassy ground. This had to be done, she thought, if Clark won't do it I will. She takes a small jar of blood pouring it into the Urn. "Osiris, keeper of the gate, master of all fate, hear us," Willow began as she marked her forehead with the blood, "before time and after. Before knowing and nothing," she pours the contents of the urn onto the earth, "accept our offering, know our prayer."

Suddenly and without warning Willow jerks her head back. She panted as ugly gashes appeared on her arms. Xander reached for her in shock Tara stopping him as Willow continued with her spell. "Osiris! Here lies the warrior of the people let her cross over!"

The others watch as a orange swirl of light engulfed Willow as she shouted louder chanting her ritual. "Osiris! Let her cross over release her!!"

"Willow!" echoed Buffy's voice as her robotic counterpart ran behind terror pursued by a gang of vampire bikers, "I need service!!"

Willow's eyes flash open the light disappearing around him. She looked around as the bikers circled them. "NOO!" She cried looking down at the grave stone, "we were so close!"

"Willow!" cried the Buffybot from behind her. She turned around to see something she had only seen in her dreams for the past few months. The lead biker chopped Buffy bots head off. It flew over at her rolling to a stop at her knees.

"Now, no more Slayer bot to wreck our fun!" cackled Razor, "let's feats on these mortals! The Slayer is no more!"

Boom! Willow jumped, in fact they all did as something exploded from the ground. A fist. Willow's heart soared. It had worked.... Buffy was back.


	8. The Last Phantom

-Chapter Eight-

_The Last Phantom_

Screams echoed through the village, hoarse demonic screams. They were horrific. They travelled throughout the village, a cold churning feeling dropping inside every villager. The screams engulfed the darkness, echoing through the jungle that surrounds the village.

A strange man walked through the village heading towards the run down hut. He glanced at the villagers, them looking up at him fearfully as his red flashed at them scanning them. They were safe. They were human. It was strange how they reminded them of his own race. They clung together and knew the value of family; and yet unlike his race their flaws were so open; even to a telepath. He could see it etched in their faces, their pettiness, their anger, their jealousy. Many of them would stab their own mother in the back just to survive. It was Kal-El's destiny to change this; Jor-El had explained this on the final day and that was why he wasn't to interfere... until now.

He could hear the screams as he walked towards the door. The screams he had dreaded to hear. He had searched for this monster for almost a year, it had eluded him for so long leaving only a trail of mutilated bodies that had not been able to withstand his possession. It made him sick to see them in such a state and it didn't help that there were other phantoms running around across the world and that Kal-El was recklessly running out after them. Gloria and Baern were 'small potatoes' compared to the others, he had only escaped with a mixture of luck and his help. However, he had surprised him when he fought Titan, but he wasn't going to risk sending Kal-El up against this threat, not unless it was unavoidable.

Although, in a way; J'onn knew it was.

"Good evening," J'onn said seriously, in Brazilian. "I am here to help."

He didn't give wait for her to answer, there wasn't much time. He could see from their home that these people were very humble, the whole place was small and identical of the many of huts he had passed on his way here; handmade right down to the furniture.

Hoarse screams echoed from the bedroom accompanied with the muffled prayers of a priest. The priest glanced at him nervously as he continued to hold up his cross at the withering old man lying on the couch. He growled viciously at the sight of J'onn.

"I'd step back if I were you," J'onn warned him, the priest stepping back outstretching his arm to keep the cross over the man. J'onn pressed his hand on the man's shoulder pressing all his strength down on the man, holding him down. "You're suffering will be over soon."

J'onn dipped into his jacket pocket feeling for the phantom zone crystal. He gripped it pulling it out. It was finally over, he thought.

Suddenly, the man let out an eye-piercing shriek spitting at him pushing past his strength knocking J'onn back, much to his surprised. J'onn growled in pain, as the man's hand ripped into his stomach. His eyes bulged with shock as he looked at the man pulling out the innards of his stomach. A mocking smile crossed the old man's face.

J'onn stepped back rocketing into the air appearing as a red blur to the daughter and priest. He had lost today.

The daughter backed away as he father sat upright growling, gripping the covers of his quilt tightly as blood spat from his mouth, gurgling as he jerked uncontrollably, his eyes lolling back. The priest continued in vain and in terror to pray, chanting it holding up his crucifix. Tears dripped from both of their eyes as the man continued to cry out in almost agony.

BANG!! The daughter jumped as the door of the house crashed open with at least ten armed black ops soldiers stormed the house. They pulled her away from the room as they pointed their guns at the bedroom.

Her father let out a loud cry as a grey mist shot from his body circling around him as a scarred, cloaked and bandaged creature exploded from his body flying at the soldiers. Its mouth wide showering the sharp terrifying teeth crying at them. It rocketed at them passing through them and shooting up through the roof similar to his Martian enemy leaving only a sea of wreckage around the small home. The soldiers aimed their guns up at the roof, ignoring the shaking priest and distraught daughter as their employer stormed in. He too looked up at the open roof, breathing heavily; angrily, yet again the phantom slipping through his grasp.

Lex Luthor was not a happy man.

* * *

Chloe Sullivan had been working late, well she said working but it wasn't working, she doubted the Planet would want a story about Intergalactic prisoners but it was still work to her. This was another job she had taken on; the role of the sidekick, the technical wiz, the Oracle for the superhero world. She kind of liked the nice handle, though she was more attracted to the nickname Watch Tower. It always gave her a gurgling thrilling feeling inside when she was on the intercom of the Justice League.

Whoosh! Chloe subconscious held the papers on her desk down as a gust of wind blew across the bullpen. S he had been waiting for nearly five minutes for it to appear, she had prepared herself. "You got here fast," Chloe said rolling her eyes.

"You said it was urgent," Clark said leaning over the desk to look at her computer screen knock instinctively the information he needed would be presented on it. "What you got?"

"Another body found," Chloe replied pulling up all her information on the screen, "I've got five hits of bodies being found the same as all the others. All of them in the same type of state, unconscious and reports of them acting out of character before falling unconscious."

"You think they're victims of the phantoms?"

"Well, they all seem to be coming from the one of the first attacks in Argentina after Dark Thursday," Chloe shrugged. She clicked up a map she had made with bullet points pinpointing where each attack had been spanning across most of the globe yet moving toward America. "And it looks like they're all leading to one place."

Clark looked closely at the map. She was right the dots were connecting and leading all the way to the one place. A place he never thought he'd return to. His guts churned at the thought having to return. "Sunnydale," he said with a note of defeat and inevitability.


	9. Life Goes On

-Chapter Nine-

_Life Goes On_

Lex Luthor was not a happy man and that meant heads were going to roll. He paced up and down in his study as he gave his very explicit orders to his men. He was not going to lose this entity again, the future of the Country and the world depended on his army being ready. Green Arrow and his band of terrorists had already destroyed some of his top facilities but he still had all he need to make the ultimate weapon in military defence; all that was messing was the entity. "The entity can't survive without a human host," Lex explained to his subordinates, "I want you to check the eyes of every man woman and child until you find it."

Lex glanced over his phone to his father stood at the doorway, a mocking look as always, although he always said it was a critical one; either way Lex knew they were the same. He rolled his eyes, sighing as he closed his phone over not in the mood for yet another Luthor Family Father-Son chat.

"Lex," Lionel said bluntly walking towards Lex's mini-bar and helping himself as always to a drink. "You look worried son. Everything alright?" he asked with a mocked sense of concern which made Lex's blood boil.

"You tell me dad," Lex asked with an accusing tone, "ever since I put on this wedding ring you've had knack for being one step ahead of me..."

"Yet another conspiracy Lex," Lionel rolled his eyes groaning with exasperation. "You know Stalin believed everyone around him was conspiring against him... look what happened to him."

"I have a lot of conspiracies around me dad," Lex said casually walking to his desk, "like why Lana would break into my briefcase and pocketing a very special DVD. Lana would never do something like that unless she was being coerced... what did you say to her?"

"Oh really?" Lionel chuckled, it was a mocking laugh, it seemed like everything Lionel did it always mocked Lex. But, then Lex never did do anything right in Lionel's eyes, he was either too soft or now he was too ruthless. This was one thing that his father could never mock.

"As hard as it is for you to believe," Lex said spitefully, "Lana does love me."

"Lana does not love you, Lex," Lionel replied yet again as always critically as though criticising Lex's integrity. "I suppose losing you mother made you some how oblivious to the workings of women. The only reason Lana married you is because I forced her to."

"Is there no end to what you'll do?" Lex snarled keeping his ferocious anger at bay, "using my wife against me?"

"It was the only way I could keep an eye on you, son," Lionel replied casually, "ever since Dark Thursday... with that alien incident you have been acting... strange, delving into strange projects involving black boxes, kidnapping Meteor-Infected people for your own little science experiments."

"I was just carrying on your own work," Lex spat.

"I don't remember ever faking a pregnancy with your mother," Lionel sneered raising an eyebrow at Lex. "drugging your wife to stimulate the effects of a pregnancy? Is that the only way you thought you could get Lana to love you?"

Lex glared at Lionel storming towards him, resisting the urge just to hit him right there; or worse. "Whatever debt you think I owe you ends today," Lex snarled looking at the door, "you found your way in you can find your way out. I want you out of my life."

Lionel slumped his head down and walked to the door, knowing he had made his point and got the information he had needed. The simple phone call from before had told Lionel everything he needed. "I think you'll find, son," Lionel said as he reached the door, "that you can't get rid of me that easy."

* * *

Clark walked into the Kent house after loading up his mother's bags. He wasn't all that happy. But then it hadn't been a very happy year for Clark Kent. Dark Thursday being the beginning of it all. Buffy had died because of his lies and recklessness, his father had died because of the monster he helped unleash and Lana was now in bed and married to Lex Luthor because he pushed her away.

For everyone but him it had been a year of moving forward. Lana had moved on with Lex, Chloe had moved on with Jimmy, even Lois had moved forward with Journalism. Maybe he should have gone off with Bart and Ollie and joined their team, they were right he could have helped. No, he still had his own problem to sort out; the phantoms, the prisoners from the Phantom Zone had been released when he had escaped the Phantom Zone and he had promised Raya he would complete his training. He always kept his promises; well now he did, he had learned what happened when he didn't and he wasn't going to make that same mistake.

"Car's ready," Clark said to his mother as she looked at their family photo. "You ready?"

"Yes," Martha said softly placing the photo down. "you know I always thought you'd be the one to leave the Farm first."

"I will... soon," Clark replied with a note of unsure, "I've spoken to Ben Hubbard, he's promised to look after the farm once I'm gone."

"Your set on completing your training," Martha replied knowingly, "after you've caught the last Phantom."

"I'll be leaving sooner than you think," Clark replied looking around glumly as though this was the last time he'd see his home again. "I've found the last phantom... its heading towards Sunnydale."

Martha opened her mouth to speak but her assistant walked in abruptly. "We're all ready to go Mrs Kent," she said with smile.

Martha nodded turning back to her son. "Clark..."

"I know," Clark said dully, "it'll be hard... but this year has been hard enough go there with Buffy gone is not going to be any better than being here Lana and Lex here. But I have to, like you have to go."

They hugged, the last hug they'll have for a long while yet. They both stared at the house and held on tight to each other and each image they could see not wanting to forget it as it may be the last time they saw each other or the house for a long time.

* * *

Buffy stared dreamily at the grease filled grill, a hard mound of grease stuck to the top of the grill, she scraped at it with her scraper with a bucket of grease sat next to her along with greasiest know-all in the Double Meat Palace. She wasn't listening as Todd gave yet another one of his roaring self-inflating speeches about the Double Meat Palace.

"You see Buffy," Todd continued looking up dreamily and smugly up at the ceiling as though an angelic light was shone on him. "the thing you gotta learn about the Palace, and takes awhile; is that job security all boils down to one simple thing..." Buffy looked up at him expectantly, "politics. Here at the Palace you gotta keep your friends close, and your enemies? Closer. It's like Machiavelli says. You know who Machiavelli is right?" he added seeing the look of confusion in Buffy's eyes.

"Tall guy, bleached mullet, works day shifts?"

Todd laughed mockingly, "sorry. My bad. I forgot you dropped out of college."

"Actually I'm reapplying," Buffy replied defensively.

"Good luck with that," Todd said patronizingly picking up a backpack and slinging it on his shoulder, "well I gotta motor don't want to be late for night class. See you tomorrow!"

"Yes, you will and the day after that and the day after that," Buffy replied scraping hard at the grease on the grills continuing with her mundane life. She didn't care about this place, it was just a way to keep on living and that was all she could do now, keep on living.

She felt as if she was in a trance as she closed up the store. With a blink she was walking up her front lawn. She stopped sensing something behind her. "Jesus, Spike!" Buffy groaned.

"Sorry, fair cop, although I wasn't exactly hiding now was I?" Spike said swaggering out of from behind the tree with a suggestive smirk.

"No," Buffy said forcefully.

"No? I didn't even ask a question, what do you no mean?" Spike replied.

"Not here!" Buffy snapped extra forcefully, "Dawn's inside, she's counting on me."

"Okay," Spike nodded grabbing her hand, "I can't go inside... so maybe this time you can _come_ outside."

"Buffy?" came Dawn's voice from the door. Buffy pushed Spike into the bushes trying to hold in a laugh as a look of shock sparked across his face as he fell into the bushes disappearing. Buffy spun around to see Dawn and Willow walking out. "Who were you talking to?"

"Erm... myself!" Buffy said quickly, "walking home by myself sometimes I like to talk to myself! The economies peices of crap! Will Obama get us out of Iraq? Don't forget the garbage tomorrow!"

"Okaayyyy," Dawn groaned throwing it off as one of Buffy's crazy little bimbo moments. They happened a lot.

"We're off to the Bronze you should come," Willow said smiling, the first smile in months. "There'll be people there! Friends people! Friends whom would like to see you!"

"And Tara is going to be there," Dawn added teasingly.

"She said she might," Willow said nervously, "do you think she'll come?" she added quickly, "I mean I know she said she might but what does might mean... it might mean no or yes... It's a maybe."

"Willow she'll come," Dawn said seriously.

"Ahem!" Spike's voice echoed from the bushes.

Buffy froze coughing loudly and quickly trying keep Dawn and Willow's attention on her as they rounded on the noise. "No you guys go," Buffy said clearing her throat, "I've got a long day. Say hi to Tara for me. You guys have a good time."

They leave looking back at her guiltily smiling as though missing her already. They disappear in the night leaving only the two. "You are so immature," Buffy groaned rolling her eyes at Spike as he slashed through the bushes trying to get out of his branchy leafy net.

"Sorry, it tickled me a bit seeing as I already made that suggestion," Spike said looming over her. "The crypt, old house, Alley, store of the Palace, I think the only place we haven't done it is your room..."

"No," Buffy said pushing him back.

Spike grabbed her hard slamming her against the tree behind him. "Well outside is always open," he said pressing up against her. She breathed heavily as he pressed against her for once in the past day feeling some. That was all she wanted, was to feel, to not feel dead inside. "What do you say?" Spike breathed.

She didn't say anything she just pulled him close into a kiss. Life goes on. So did she, but for now, she was _going through the motions_.


	10. Return to Sunnydale

-Chapter Ten-

_Return to Sunnydale_

Lois typed furiously at her computer, a sea of maps and papers scattered all across her kitchen table. It seemed like she was being attacked by posted notes with her many obsessive scribbles. She wasn't going to give up, not after what Lex had done to Wes. He had ripped him apart and turned him into a monster, she had grown up with Wes, she had loved Wes at one time, it broke her heart to see what had happened to him. All of Wes' records say that he died in a helicopter crash in Afghanistan but then with Lex Luthor involved those _little _details could somehow be altered. He had no right, she thought determinedly. She was going to bring him down, the only clue she had was eight numbers Wes repeated before hay-wiring; 38529532.

"Whoa, you on a win with the Lottery or is that the smile of a reporter on a hot scoop?" Chloe joked as she walked in with the shopping.

"These numbers were the last things Wes said before hay-wiring, I've cross referenced them through every Military database I can lay my hands on," Lois replied. "If I wanna take down Lex Luthor I'm gonna need to crack this code."

"Look Lois I know as much as anyone what happens when you cross gun crazy in a Luthor minefield," Chloe said quickly with a note of concern holding out her hand as though to hold Lois down in the very seat she was sat in. "And I'm telling you to think very clearly if you want to go into that kind of battle."

"The General always taught me never to give up on any battle," Lois retorted stubbornly.

"Not a battle you can't win," Chloe replied sympathetically, she understood what Lois was trying to do getting retribution for Wes, but she also knew how dangerous Lex was; how dangerous he had become.

Lois nodded defeated picking up the cards of numbers and ripping it in half. "You're right," Lois said defeated, "why walk into enemy fire. Thanks Cuz."

Chloe nodded pleased with Lois' sensible decision taking her leave with a feeling of relief.

Lois looked down at the half cut card of numbers a thought striking her like lightning. She grabbed it quickly taking out a marker pen and placing a couple of dashes and circles in the appropriate places, the signs usually seen on coordinate signs. Lois smiled smugly. "Logitude and Latitude... no duh."

* * *

"Any progress Doctor?" Lex demanded as he stormed into the Reeves Dam laboratory. He wasn't happy. He hadn't been happy all day. It seemed like everyone was trying to keep him in this bad mood today, and today was going to be a busy day.

"When we found him he was dead I'm sorry to say but this phantom is becoming quite elusive," Doctor Brongston said solemnly throwing a blue blanket over the face of pale faced lifeless man.

"Well make it unelusive," Lex ordered dully and angrily as he marched through the laboratory. "If my army is to be made then I have to have the Phantoms blood. The fate of the world rests on your shoulders Doctor, find it."

"Sir," said his assistant Marcus urgently, "we just got a call in. Another person showing the same symptoms as the others."

"Where?" Lex demanded.

"A boy in Los Angeles," Marcus replied, "our man says he's been moved to a hospital where he has been reported to have had a seizure of fits since..."

"Get our men down there I want that boy here within the next two hours," Lex demanded.

"Sir, I just got another call," Tess Mercer; Lex's personal Assistant said walking to the room, "the phantom has gone, the boy's dead."

"Please tell me you know where it is," Lex snarled not enjoying this frustrating game of ping pong going around his head.

"Yes, I've had our tech guys place pinpoint a pattern on the Phantom's movements," Tess replied with a touch of smugness, "seems its moving to one specific spot... the Hellmouth."

Lex smiled.

"That's the best news I've had all day Mercy," Lex said softly turning to Marcus, "send a team to the Hellmouth, use the old Initiative facility as your base, I recently acquired it after that regime fell through."

"Yes, sir," Marcus said marching away leaving Tess and Lex to look over the body of the deceased.

* * *

Clark came to a stop at Sunnydale Hospital, he looked in awe at how big the hospital was, Sunnydale was near enough the same size as Smallville and yet the hospital matched one from a big city like Metropolis. Though Clark wasn't surprised seeing as the town had a huge crime rate, greater than Smallville seeing as the whole town was a buffet table for every demonic creature living there.

He spent the best part of an hour skulking around the hospital gathering information, he had learned well from tagging along with Lois and Chloe. In the course of the hour he had learned only one thing; the phantom was long gone. It had mutilated the child it had inhabited, eight years old and now unable to see the rest of his already shortened life. It made Clark's gut wrench to see what the phantom had done to something so innocent.

What sort of Monster could do such a thing? Clark thought clenching the sides of the table in the morgue. He could hear the loud screeching of the metal bending in his hand, ignoring it, if he didn't he'd scream. He had to keep it inside.

"Can I help you?" came a voice making Clark's head shoot up with fright. A dark haired coroner stood at the door in the usual white scrubs and coat, she didn't look best pleased glaring at Clark.

Clark stood up straight pulling out his old student card he still had in his wallet. "I'm a med student from UC Sunnydale," Clark said, "I was meant to be doing some field work with you today."

"The University didn't phone me," She asked suspiciously.

"It's been quite hectic with Mid-Term's my field work was late anyways," Clark replied thinking quick on his feet, "they told me to report to Dr. Halks," he added seeing the name tag on her coat. "What happened here?"

"Kid got cut up pretty bad," Halks said walking towards the body with a look of sadness and also acceptance as though this wasn't the worst thing she had seen. "but to be honest I have never seen anything like this, this kid looked like he's been blown up from the inside."

"How is that possible?" Clark asked knowing full well how but even he had trouble understanding his knew found alien enemies.

"I don't know," Halks replied looking over the body, "he was found by St. Harvells Cemetery," a whoosh of air blows against her hair as she looks up, "a lot of strange stuff happens..."

She looked around confused as her mysterious med student mysteriously vanished in thin air, "pfft, Newbies," she scoffed looking back at the body.

* * *

Spike looked around at the wreckage of his crypt with a smug look on his face. It felt good stewing in his own sexual pleasure. The sheets of his bed were ripped and torn strewn across the floor, he remembered her tying them around his wrists as she sat on top of him like a dream, a dream he had dreamed every night since he'd known. Every hanging, broken piece of furniture remembered him of the other night and too tell you the truth, he couldn't help but smile. She was better than Drusilla, better than Harmony. He took out a celebratory cigarette inhaling his satisfaction and then he saw him in the corner of his eyes. He turned giving a silent sneer at the self righteous, all noble Superman.

"You really should get a house keeper," Clark said glaring at the wreckage not liking the place he was in at all or the company.

"I've got one," Spike smirked, "this is how I like it. So what brings the Boy Scout?"

"I need information," Clark said stepping over the wrecked furniture, "a boy was killed earlier today, blown up from the inside. What do you know about?"

"Why ask me?" Spike asked exhaling the smoke shooting out rings of smoke, "not being racist are you? Going for the Vampire just because there's a murder about, Martin Luther didn't fight for this."

"No he didn't," Clark said stonily, "I'm asking you because it happened by this Cemetery and you're the only resident whom I can trust."

"You trust me?" Spike replied mockingly.

"You can mock but, there's no denying one thing," Clark said seriously, "you've changed, you might not feel remorse for what you have done over the years like Angel," Clark couldn't help giving a small flicker of a smile as Spike glared at that name, "but you have changed, you fight for the side of good and for those you care about. It might not be the full set but it is a start... maybe one day you will show remorse."

"You know what.... I'm touched," Spike said holding his heart, "not that I'm honoured by both your faith and ring endorsement but why come to me? Why not go to the team of do-gooders and the Slayer."

"I was going to but..." Clark paused his whole body going rigid, his eyes bulging out of their sockets at what he had just heard. It raced through his head over and over again; _the slayer_. _The Slayer, _Buffy is the Slayer what did he mean? She's dead. "What do you mean? Slayer?"

"The Slayer, you know chosen one and all that," Spike said smiling with a slimy smugness at Clark's face. "You don't know do you?"

* * *

Buffy stood looking at the sizzling, gurgling burger meat on the grill, all placed in rows of three, all six of them. She squeezes them down with the flipper ignoring Todd's team building speeches. " Oh we're out of special sauce," Todd said stopping halfway through his speech.

"I'll get it," Buffy said dreamily.

"No I'll do it," Todd said, "you go up front give you some experience."

Buffy ignored his patronising manner, she was used to it and in all honestly she didn't care. She didn't care about this job. She walked to the front counter looking bored and almost dead.

"Buffy?"

Buffy froze at the voice. It was strong and caring at the same time, like it always was, sincere and could do no wrong. It felt good hearing it and heart breaking at the same time because the owner of the voice could make you believe in good around you and in you but also make you feel bad about the way your life turned out when it had gone bad. And as Clark Kent stood there, Buffy hated him seeing her like this, she felt embarrassed, because she knew that he knew she was better than this and also because the way she had been acting wouldn't impress him and also... her hair looked a mess. "Clark?" she gasped.


	11. Everything Changes But You

-Chapter Eleven-

_Everything Changes But You_

Buffy just stared at Clark dumbstruck, he was stood there towering over her like always. For someone she only met every now and again it was a shock seeing him stood before her, usually it was a surprise, now she was stunned. Her mouth was open and she seemed unable to make any coherent sentences.

"You're alive," Clark gulped also unable to create words. His eyes twinkled as he saw her. This was impossible. "How?"

"You're here," Buffy said blankly looking at Clark stunned, "were you always this tall..."

"My god," Clark said pulling her into a hug from over the counter. She didn't return it she just hung over the counter stunned. Her head spinning. "When Spike told me.... I couldn't believe it."

"My hat has a cow on..." Buffy said blankly as he let go off her. She suddenly snapped out of it at the name 'Spike'. "Wait, Spike told you? Why would Spike tell you? Why are you speaking to Spike? Why aren't you speaking to me? I didn't change my E-mail. Did I?"

"No," Clark said quickly looking around confused as customers behind him looked around awkwardly, "look I really need to..."

"Angel E-mailed, he phoned," Buffy said quickly, "okay I know we never had the same thing like me and Angel but I thought...."

"No one told me," Clark cut in look a little miffed by the idea. He had thought about the whole thing as he sped over here. Why had Willow not told him? Why had no contacted him? How could they be so stupid? Buffy looked at him questionably. "I never knew, otherwise I would have been here in a heartbeat..."

"Hey listen pal not that I'm not loving this little reunion you two love birds are having here..." a large beefy man said popping his head forward.

"Oh we're not..." both Clark and Buffy began.

"Look are you orderin' or are you just gonna be yammering," the guy growled impatiently glaring at Clark.

"Sorry, sir," Clark said a little sheepishly turning back to Buffy, "what time do you get off... I need to talk to you... something... something _big's_ happening..."

"Buffy? Err... are you going to be serving these customers anytime soon?" Todd asked rolling his eyes as a queue of customers form around the counter. "Buffy?!"

Buffy stared at Clark oblivious to Todd repeated calling her name next to her. She sighed a look of determination forming from her blank look. She threw her hat off tossing it at a surprised Todd who looked utterly flabbergasted by Buffy's sudden assertiveness. She jumped over the counter pushing past the queue of people all of them glaring at her as their stomach growled. Clark smiled at her as they left. "You know you're going to get in trouble right?"

"You always get me in trouble," Buffy muttered with playful indignance, both of them leaving a swarm of annoyed customers and a stunned Todd in the background.

* * *

"Well, well, look who's back," cried Xander holding out his arms outstretched as Clark awkwardly walked through the door with Buffy. "You don't call? you don't write? What gives?"

"I never got the memo," Clark said glancing over at Willow. She looked at him coldly her arms folded an icy look in her eyes that could match his super breathe. Xander and Dawn both glanced at the two as the tension between them hit the air like static.

"Are we missing something?" Xander asked glancing between the two.

"No," Willow said stonily turning and leaving the room glaring at Clark as she did.

"Well that was awkward," Dawn quipped glancing at the spot where Willow once was.

"Dawn," Clark said smiling at the sight of her. Young, happy, joyful; a normal teenage girl as he'd wanted when he took the key from within her.

"Hey Clark," Dawn nodded, "opened any portals with your new found powers?"

"I've been more focused on closing them," Clark joked with a note of seriousness.

"That why you're here?" Buffy asked her arms folded noting the seriousness within the joke.

"Yes," Clark replied, "a phantom from the phantom Zone escaped during Zod's release..."

"Wait, you mean we didn't close the portal... when Buffy..." Xander cried stopping as he saw the awkwardness cut through the room.

"Yes and no," Clark said solemnly, "Buffy closed it but they escaped whilst I was escaping all six of them... I've sent five back but there's one more left. Chloe has followed a sea of bodies leading here."

"So what this phantom is demony?" Buffy asked.

"I'm not sure," Clark said, "I know it Kryptonian but I've never seen anyone from Krypton do something like this."

"So you came to face it without knowing anything about it?" Willow said walking back into the room rolling her eyes, "what else is new?"

"Err.... yeah Willow's right," Buffy said looking at Willow a little surprised and confused, turning back to Clark, "you don't know anything about this creature."

"I know," Clark said defeated, "I would have gone to Jor-El but the Fortress is still rebooting from..." he glances at Buffy, "when I escaped the Zone," he added avoiding the real reason the Fortress had been knocked out; Buffy's death or rather the opening and closing of the Phantom Zone had worn down its power and transferring the key into Clark had caused it to be, well _dead_. It had only been after Raya that it had began to reboot but even now it was still not fully operational. "I've had some contacts find witness reports though seems the creature isn't corporeal like some of them have been, it's a phantom which means I can use my phantom zone crystal to trap it back there."

"And you came to us for the old Scooby assistance?" Xander said jovially grinning from ear to ear.

"No, I came to see... _Spike_," Clark said knowing full well how Xander will react.

"Whoa you saw dead boy before you saw us? We're good he's evil," Xander cried incredulously.

"Spike isn't... what Spike was... he's changed," Clark replied, "he cares for people... he can love..."

"Yeah a sick kind of love," Xander mumbled.

"And that's a start," Clark interrupted raising his voice. "Don't you see, he's been a soulless vampire for over a hundred years and yet he fights for good, he can care for people," he added nodding to Dawn, who gave a knowing look understanding what Clark meant. "And also, I didn't want to get you guys involved," he added glumly.

"Well we're involved now," Buffy added, "Dawn come and get Clark some bed sheets."

"What?" Clark asked taken aback.

"Well it'll give us a chance to catch up," Buffy said awkwardly, "Dawn's really missed you."

"Yeah, I missed him," Dawn mumbled as she climbed the stairs. Clark smiled as he heard the mumble with his super hearing. He nodded, Xander patting him on the back leading him into the kitchen. Clark looked back at Buffy and Willow, both of them giving him different looks. Willow looked as though she would be glad to see the back of him whereas Buffy looked as though she was ashamed to be even near him.

Things had definitely changed around here. Dawn had grown up quick in the past few months, she seemed happy, grown up a bit. He was glad. He had taken the key from her to give her a normal life, free from being hunted ever again. As he looked at Willow, he remembered the look she gave him when he she left Smallville. He remembered her begging, he knew then that she had decided it all then and he knew that was why he was never told because he was against bringing her back, bring Buffy back. Obviously, he didn't have a right to know, he lost the rights when he refused to bring Buffy back. He had been dead once before and he knew how it could affect you and it had effected Buffy; she had changed, the playful glint was gone in her eye and now there was only sadness. She had changed for the worst. He was just glad nothing had changed with Xander.

"So, how was the wedding?" Clark asked as they reached the kitchen.

He spoke too soon.


	12. The Secret Allies

-Chapter Twelve-

_The Secret Allies_

Little Timmy ran, he ran so fast his feet felt like they were going to buckle. Or else they should if he wasn't running at the speed of sound, his very surroundings blurred past them as he rocketed past them. The entire world was in a stand still as he past them; he could kill them all. He growled hungrily as he past every Earthly parasite he passed, they were weak.

But then so was he.

Where was he? He growled inwardly stopping just outside of a cemetery. His body was weakening he could feel it. It wasn't going to last much long, he'd have to get a new one.

"Hold it, Alien Invader!" called a voice from behind him. He turned to see three... nerds.

"Shouldn't we identify the species?" Jonathan asked nervously holding his brave stance yet looking as if he was ready to run at any given time.

"Yeah it could be a Vulcan or something?" Andrew said equally nervous.

"What? It's a Skrull idiot!" Jonathan snapped in an indignant whisper.

"What about a Grey Martian, remember in JGA: A New World Order? Where the Grey Martians disguised themselves as Superheroes to take out the Justice Guild?"

"Awww, Green Guardsman was awesome in that issue!" Jonathan cooed in awe. Andrew sighed in agreement.

"Both of you shut up!" Warren snapped looking angrily as he stared out the boy. "And besides Tom Turbine was way more awesome than the _Green Guardsman_!" he scoffed mockingly at the name rolling his eyes.

"What? What kind of name is Tom Turbine?! It totally gives away his identity!" Jonathan scoffed indignantly.

"What about Catman?! He was cool, he didn't need any powers!" Andrew cried childishly as he joined the argument.

"Oh please, who's going to be scared of Cat?" Jonathan scoffed.

"You are!" Andrew snapped.

"Only cos my Aunt Silvia's.... kept looking at me," Jonathan grumbled.

"Excuse me?!" came a vicious spitting growling voice from in front of them. They turned wide eyed remembering the thing in front of them, the thing that was spitting black goo from its mouth, blacked eyed that glowed with hunger. "But I'm... HUNGRY!"

The Cemetery echoed with an almighty roar and the ringing of three high-pitched screams as a grey decaying creature shot from Little Timmy and flew at its three withering, shivering tear stained victims who hold each other as the inevitable happens. It made the phantom sick to inhabit the body one of these withering pathetic creatures who at very sight of danger can't even hold on to their bladders.

* * *

"She never even told me!" Clark snapped down the phone angrily as he stormed through the barn looking for his crystal. "Can you believe that?"

"Clark, I get you're upset but try and stay focused," Chloe said, "A boys body was found in cemetery in Sunnydale last night matching all the other Phantom Victims."

"I'll talk to Lionel maybe he knows more about it," Clark said as he walked up the stairs to the loft. "Maybe he knows something?"

"Okay I'll keep up my search for your favourite Martian, whoever he is he knows something about these Phantoms," Chloe replied as the typing of her computer echoed down the phone, "in the mean time maybe you should try getting back in touch with Buffy now that you have the chance again."

"Yeah you're right," Clark sighed, "I'll call you later."

Clark walked up the stairs to see Lionel stood waiting for him. He had his arms behind his back as he always did when he was giving grave news. "Something tells me I'm not going to like this," Clark said glumly awaiting the inevitable. "You heard from my mother?"

"Yes, she's landed this morning," Lionel replied curtly with a weak smile, "I suspect she'll be quite adept to Senatorial life."

"What have you come to tell me?" Clark asked cutting to the chase.

"Lex is close to finding the Phantom," Lionel said gravely. "He's already abducted five people. His people have tracked the Phantom to..."

"Sunnydale, I know," Clark said walking to the loft door, "I checked the hospitals. The phantom is lurking around cemeteries."

"Mmm, an appropriate place for a Phantom," Lionel scoffed. He looked at Clark awkwardly, "Clark... this phantom..."

"Isn't like all the meteor freaks I've fought I know, Chloe's always reminding me," Clark said a little tired by the constant reminding. What did they take him for? He'd fought Gloria, he'd fought Baern, fought Titan and all the others, okay he had help with some of them but he still held his own. Hell, he even fought Zod.

"Yes, well this Phantom... Is nothing like the others..." Lionel replied urgently. He sighed. "Maybe you should tell him?" he said softly to no one in particular.

"Very well," came a voice next to Lionel yet the owner of the voice was not there. Clark stepped back in fright as a green shimmer filled the spot next to Lionel showing the outline of a man. A tall bald black man stood before Clark, middle aged but with wisdom well beyond his years. "Hello, Kal-El... it's been a long time."

* * *

"You lost it!" Lex growled as he stared at the two imbeciles angrily at yet telling himself over and over again; what did he expect?

"It cornered us," Andrew cried as they communicated via webcam, "We fought it off as long as we could but it took him..."

"You _two_ fought a being from another planet?" Tess scoffed next to Lex, he too sharing the same mocking smile at the two withering on screen.

"We have powers! Powers unimaginable to mere human's eyes," Andrew cried desperately, "that's why you employed us."

"He's not employing us," Jonathan groaned, "employment would mean getting paid for this... not blackmailed."

"Look Mr. Luthor, we didn't kill that girl... Warren did," Andrew said jitterily, "we we're victims of household abuse... he is a very aggressive man... he tried to kill us to when we tried to go to the police..."

"And I feel for you, I really do," Lex said with mocked sympathy, "call this your redemption boys... Just think, you could be like _Gabrielle_, Warrior Angel's sidekick..."

"We know who Gabrielle is Mr Luthor," Jonathan replied a little offended.

"Then you should know that during the Omega Crisis, Gabrielle was part of the Warrior Classes that nearly destroyed the world," Lex said rolling his eyes inwardly as he was forced to resort to his child hood love. A black and white picture book that never identified to true nature of life, it never could see the grey of life. He had learnt that. "He was redeemed during the Galactic Invasion Event, so could you? You two could be... Gabrielle."

Lex could see Tess smiling trying to contain the laughter as the two geeks discussed the matter on screen excitedly. They whispered loading arguing with each other. "Okay, we're in!" they both said, "but we want capes and masks."

"Of course," Lex growled through his teeth showing a smile to seem pleasant when really he wouldn't mind washing his hands of the two of them. "Now find him, or you'll end up like EvilSied!"

The two of them looked at Lex wide eyed with fear. They gulped knowing full well what happened to EvilSied in issue 282 of Warrior Angel. "Of course, Mr Luthor we won't let you down."

The screen went black leaving an infuriated Lex wondering why he was subjecting himself to working with these idiots. "Well, that was interesting," Tess said sarcastically.

"You speak of this to know one," Lex snapped. "You have a job to do... do it."

"Very well... my master," Tess said playfully bowing to Lex before marching off a smile of great amusing pressed across her face as Lex glared back at her.


	13. Who Are you?

-Chapter Thirteen-

_Who Are you?_

"I don't understand this doesn't make sense," Clark said shaking his head pacing up and down trying to wrap his head around it all. "Who are you?"

"I was an aqcuantance of your father's," J'onn explained quickly, "before Krypton's destruction I worked a long side him to capture the Phantom Zoners. When Krypton's destruction was imminent, he asked me to watch over you."

"Where have you been all these years?" Clark asked.

"I was only supposed to interfere if unless it was necessary," J'onn continued.

"You're father wanted you to pass the tests on your own," Lionel explained further, "he was only to interfere when it was necessary, when Lex got possessed I was endowned with all of your father's knowledge as well as the knowledge of the Phantom Zone release. I found myself writing in Krpytonian..."

"It was the symbol for power, a beacon Jor-El used to contact me," J'onn cut in, "when the inmates where released I had to interfere. Unfortunately this last one has eluded my grasps..."

"What happened?" Clark asked curiously.

"Nothing," J'onn said looking evasively yet his eyes moving to something hidden behind his jacket.

Clark moved his jacket out of the way revealing a gaping hole in the side of his stomach, the inner organs pumped weakly in clear view. Clark's eyes widened and his stomach dropped at the sight of it. J'onn breathed in the pain of his wound and his pride at the sight of the wound. "That doesn't look like nothing," Clark said, then a thought hit his mind, "you were the man people in Brazil talked about... the Witch Doctor..."

"I summoned J'onn when my spy for Lex discovered he had found the last Phantom," Lionel replied holding up his arm at J'onn, "he made there just a few minutes before Lex's forces arrived."

"Spy?" Clark questioned curiously, "Lex has kept you out of most of his dealings..."

"Except 33.1," Lionel interrupted, "but I still had not enough intell to get the information I need..."

"Which is why he needed me," came a voice behind Clark. Clark froze, his brain dumb. He turned around to see Lana stood before him, walking up the loft stairs. She looked nervous to be so close to Clark, she glanced at Lionel glaring at him. "Lionel," she said curtly.

"Lana," Lionel said nodding to her.

"Lana, what are you doing here?" Clark asked finding that was the only thing he could think to say. Had she heard about what they had been talking about?

"I'm leaving Lex," Lana said abruptly. "My services are finished," Lana added to Lionel.

"What are you talking about?" Clark asked angrily, "why is Lana spying on Lex?"

Lionel stood there tight lipped, his back straight looking serious. He sighed knowing what will happen and that now the truth had to come out. "On Lana's wedding day, I gave her an ultimatum... either she married Lex or I killed you."

"What?" Clark snapped outraged, his rage bubbling inside him. His face like stone as he stared at the man he thought to be an ally... and he used ally lightly. He still wasn't 100% trustful of Lionel but right now, he was 0%. "You used my weakness to threaten Lana. To threaten me!"

"Clark I had to," Lionel cried pleadingly holding up his hand to stop Clark as he stormed towards him. J'onn held his hand at Clark's chest stopping Clark, he could feel the strength from the man, it matched his. "It was bluff Clark... my intentions where to find more information for you. To help you."

"I never asked for your help," Clark spat, "I'll take Raya's crystal and catch this Phantom without _you_ help," he said turning around shooting a glare back at Lionel.

"If you choose to face the Phantom Kal-El, you will have to do it alone," J'onn called back to him, "I will have to leave Earth's atmosphere to heal... if that Phantom infects you, you will die."

"Kal-El?" Lana said quickly, a look of shock on her face as she remembered that name, "those aliens..." she gasped looking at Clark shocked, "they were looking for you..."

"Yes," Clark said defeated, he'd been caught out. There was no point hiding it.

"Who are you?" Lana gasped. She seemed lost for words.

"My name is Kal-El," Clark gulped letting the truth finally spill, "I'm from a planet called Krypton... please say something."

Lana didn't say anything she leaned towards Clark kissing him. Finally, he had opened up to her, Lana thought, she knows who he is at last. "I have to go... meet me back here at 5," Lana whispered to him before Clark shot off back to Sunnydale. His mind now a complete mess.

* * *

"Who the hell are you?" Buffy cried angrily in the kitchen.

"I know, I know," Willow said guiltily sitting down at the kitchen table her head bowed avoiding Buffy's fiery gaze. "I don't know what to say."

"How could you not tell him, Will?" Xander cried flabbergasted his eyes wide.

"I was angry," Willow cried pleadingly.

"Angry?! Willow you didn't tell him I was dead," Buffy snapped unable to comprehend of what she had heard, "how could you even think that justifies this?"

"I know, it was stupid," Willow replied.

"You told Angel," Buffy cried, "he didn't offer to bring me back, neither did Giles but you told them... why not Clark."

"Because..."

"Because what Will?!" Buffy snapped.

"Because I knew he'd come for you," Willow said softly, so soft that it was a whisper.

"What?" Xander asked his eyes bulging with shock.

"When you died Clark refused to bring you back," Willow said softly.

"So, that's why you didn't tell him?!" Buffy cried incredulously.

"No, kind of, no!" Willow cried with confusion, "when I brought you back I was ready to tell him, it was after I phoned Angel but then I realised that whenever Clark comes into town something bad happens."

"Will something bad always happens," Buffy said in a 'duh' sort of way.

"I know but nothing that has killed you..." Willow said tearfully, "I-We'd just got you back, I couldn't take that risk..."

Buffy stood looking at her shocked. She looked at Xander leaving a weeping Willow in the kitchen. "I can't believe this?" Buffy said brushing back her air unable to believe what she was thinking.

"I know," Xander said equally shocked. "Who thought Will could be so... cold?"

"We've all done things that people wouldn't think of us," Buffy said blankly and with a touch of guilt.

"What?" Xander asked surprised.

"Nothing," Buffy said quickly brushing it aside. She sat down on to the couch, "just get the feeling we're losing ourselves... I mean I don't even know who I am anymore."

"You're Buffy, I'm Xander, Willow's Willow," Xander said sympathetically, sitting down next to her. "we're just... growing up... trying to find ourselves."

"Running out of a wedding must feel really liberating," Buffy said with weak humour.

Xander laughed weakly. "Not really but it's start," Xander joked.

"When will I be liberated?" asked Buffy glumly.

"Yeah, cos a kick ass female empowering slayer is not liberating at all," Xander replied sarcastically. Buffy laughed silently as Xander nudged her.

WHOOSH! Clark appeared before them. "Thanks for knocking Clark," Buffy said looking at the open door.

"Sorry, was kind of in a hurry," Clark said meekly. "we got a problem," he said seriously.

* * *

Unknown to them hovering above Sunnydale, the Warren Phantom sniffs in the fumes and scents of all those below them. His dark eyes bleed with animalistic pleasure for the hunt. He says one word with a smile, "Kryptonian."


	14. Tell me you love me

-Chapter Fourteen-

_Tell Me _You_ Love Me_

"Okay I'll check in with you a few hours," Clark said as he paced up and down in the Summers' home, everyone looked at him with great anticipation. Buffy sat looking up worriedly at Clark's phone. This was big, she could tell. It seemed strange watching Clark being so proactive. Usually he just let trouble come to him, now, he seemed ready, like he had a plan. What had happened to him?

"So is Lionel right?" Buffy asked sheepishly unable to think about what Clark had just told her.

"Yes, Lex has moved 33.1 to the old Initiative headquarters," Clark replied gravely, "A friend of mine was investigating it, had it on their possible 33.1 labs."

Friend? What friend Buffy thought, Chloe? No he would have said so, she argued to herself.

"So what do we do now?" Xander asked with concern, he knew as well as anyone if Lex was involved in the Phantom; it was bad.

"We destroy the lab," Buffy said sternly standing up.

"No," Clark said sternly.

Buffy froze. "No?" she repeated a confused look printed across her face.

"A lot of the people in there are kidnapped meteor freaks," Clark argued, "we at least need to find out what's inside before we do anything."

"You told us that he was building an army of super soldiers!" Buffy cried incredulously, "excuse me if I seem to think that that's an apocalyptic priority!"

"I also told you he's been imprisoning meteor freaks," Clark snapped, "we don't know what's in there, there could be people in there! How can you be so... _cold_?!"

Buffy froze for the second time. He was right. She could feel herself shaking, empty inside as he looked at her worriedly. He was always full of concern. He never had a bad bone in his body, even when he did something bad he did it for the right reasons. They weren't misguided, excuses or even lies, he always told the truth even when he lied. He was good. She was bad. He came back from a hellish prison and stayed good, she came out of _her _heaven; bad, empty and miserable.

"I'm sorry," Clark said feeling the uncomfortable silence.

"No, you're right," Buffy said shaking her head.

"So, what's the plan of attack!?! Xander chimed breaking the uneasy silence.

"Can I come?" Dawn asked brightly.

"No!" both Buffy and Clark said quickly.

"Gee, thanks mom, thanks dad, I'll go to my room and do my homework and then brush my teeth before bed," Dawn grumbled sitting down in her seat disheartened, rolling her eyes.

"I'll go round the Demon bars," Buffy said quickly, "get some information about this place... someone might have heard something."

"I'll go with you," Xander said stepping forward.

"No!" Buffy said quickly, her eyes widening as she realised everyone was looking at her, "you should go with Clark and skulk out the place, see what we're dealing with."

"He's got X-ray vision?" Xander said with confusion.

"And good hearing?" Clark added equally confused.

"You might need a non-x-rayie pair of eyes to check out the place from the outside while you look inside," Buffy argued quickly, a jittery quickness that made her voice crack causing her to receive confused looks from everyone around her. "Right lets go," she said casually leaving abruptly.

* * *

"Okay I want my jet ready and prepped for take off I'll be there in an hour," Lex said down the phone as he stared at the glass windows towering over his office, it shone through the room illuminating every aspect, bathing him in its soft light. He felt renewed in the suns glow as it passed through stain glass, everything seemed a lot more clearer.

"Lex," came Lana's commanding voice, he always hated it; it reminded him so much of Clark. He'd storm in with his usual self righteousness spouting accusations, some true some Clark just looking for the worst in him, he always did find it though. It made his blood boil to hear Lana doing the same voice. He turned to face her with impatience and also anger as her stood there for what she was; a liar. "We need to talk."

"Yes we do," Lex said sternly closing his phone over and pocketing it as he walked to door. "We'll talk later when I get back..."

"I won't be here," Lana said forcefully.

Lex breathed inwardly trying hold in his anger. He didn't have time for this. "Of course, I suppose living a double life in a marriage you were forced into can be a little tiresome," Lex snapped spitefully.

"We both knew this couldn't last Lex," Lana said sternly glaring at him with pure hatred.

"Cut the icy look Lana, it really doesn't do you any favours," Lex spat, "but then, what do I know? I thought I knew you and you stabbed me in the back."

"I stabbed you in the back?" Lana repeated horrified by his words.

"You're working for my father!" Lex snapped, "he told me in his smug sort of way. You've been stealing from me and giving it to my father. Why?!"

"Because you've been using me as your own little lab rat," Lana spat coldly stepping towards him, her icy eyes glaring at him. "faking a pregnancy so I wouldn't leave you, how pathetic are you?"

Smack! A blinding flash of anger passed across Lex's eyes and for a moment he blacked out. His smacked Lana across the face. He glared at her as she turned to him a small drop of blood on her lip.

"That's the last time you'll touch me again," Lana hissed turning on her heels to do the door.

"Where will you go, Lana?" Lex called after her as she reached the door. "Do you really think you can walk out that door and be free? Do you think Clark will take you back? By all accounts, you're a terrorist like the Green Arrow and his men."

"What?" Lana gasped.

"There's no other reason why you'd be stealing information from me other than you were working for them," Lex replied moving in on her.

"You're father won't..."

"My father will be dealt with," Lex interrupted sternly. "Now, you can stay and be free or you can go and be locked up. All you have to do is tell me you love me."

"I'd rather die than stay anywhere near you," Lana spat venomously.

"Well, if that's what you wish," Lex said with a note of hurt, "you have 48 hours to leave Smallville forever or you'll be serving a long sentence."

"Clark will never let..."

"Wrong," Lex interrupted with look of loathing and inward smugness. "He broke your heart once, he left you for some blond bimbo, he lied to you and skirted around the truth so many times, do you really think now will be any different?" he walked past her leaning close to her ear, "48 hours, don't forget."

* * *

Willow sat at the Expresso Pump eagerly anticipating her and Tara's first date since they had broken up. Three months, she had been clean on magic for three months, looking back she couldn't help but feel shame at how she had acted. It was shame what had brought her here.

"Hi," Willow said somewhat brightly as she saw Tara coming forward.

"Hi," Tara said sheepishly, "H-How have you been?"

"Okay, no more magicky... just plain old Willow," Willow joked weakly.

"That's good," Tara said quickly with both relief and admiration, "I-I was worried about you...."

"You were?" Willow asked apprehensively.

"Yes," Tara said sheepishly, "I'm glad you're doing well."

"Can we try again?" Willow asked abruptly.

"Willow," Tara said gingerly.

"I've changed," Willow said pleadingly, "I know what I did was wrong... things just spun out of control... please, just tell me you love me..."

"Willow, what's the matter?" Tara asked with concern looking at closely as Willow's eyes started to water.

"I just... feel like I'm changing... like I have changed into someone else," Willow whimpered tears dripping from her eyes, "I just don't know who I am no more..."

* * *

"Eagle Eye to popeye, Eagle eye to popeye," Xander repeated in a pretend army voice holding up a walkie talkie to his mouth.

"I'm right here," Clark replied raising an eye brow at Xander not two inches away from him. "Why did you bring these if you were going to stand next to me?"

"I thought they'd be cool," Xander shrugged.

"If you were far away," Clark snapped impatiently as he tried to focus his x-ray vision at the old college scouring across campus as he walked. "We look ridiculous."

"How?"

"You've got a walkie talkie and I'm pretending to find a contact lense," Clark snapped glaring at the ground. The rumours had been false, the government hadn't concreted over the facility. The cells and the labs were completely empty. Though Clark could see new equipment inside, people had obviously been moving in, "looks like Lex has been moving in, he's got new equipment down there."

"How do you know its Lex?" Xander whispered curiously.

"The LuthorCorp logo on one of the machines," Clark said looking around, "We best regroup and find the phantom before Lex has a chance to move in."

"Are you okay?" Xander asked as they walked through the campus, "you seemed mighty tense back there."

"It's nothing," Clark said irritably.

"Come on Man-O-Steel, tell X-Man all about it," Xander egged him on nudging him reassuringly. Clark remained silent. "It's Buffy isn't it?"

Clark nodded. "Lana's leaving Lex," he said bluntly sitting down on the bench, "for the past year feelings have been coming back, what with Buffy being dead an' all. Now with Buffy alive again..."

"You like her as well," Xander said understandingly sitting down next to her.

"Yeah, I mean I broke up with Lana for a reason and things have never gone smoothly with me and Buffy I mean let's face every time we try and get together something happens."

"First you were a Red Kryptonite induced horny corndog, then she was with Riley and G-man told you to back off and then she died," Xander listed out loud, "yeah you guys aren't really all that good at keeping it together."

"It won't even matter anyway, something already is getting in the way now," Clark said glumly.

"The Phantom?! You and Buffy will crush the bogeyman no sweat," Xander scoffed.

"I mean after that, I have complete my training with Jor-El," Clark said glumly.

"Yikes," Xander groaned slumping in his seat, "and here I thought you could stick around for a while."

"Why? I mean last time I did things turned bad," Clark replied.

"Yeah but Buffy was happy to see you and she's been finding it pretty hard to be happy this year," Xander shrugged a little down by the his friend's year long depression.

"She's changed," Clark noted, nodding knowing that Buffy wasn't the only one who had changed for the worst.

"And I'm guessing Buffy isn't the only one," Xander said, stretching his arms as he stood up. "look all I'm saying buddy is people change but you broke up with Lana for a reason, maybe cos you changed."

"And I thought I was the one with the X-ray vision," Clark chuckled weakly standing up, a certain weight lifting from his shoulders.

"I'm seerer dude, I see things," Xander cried jokingly.

"Thanks X-Man," Clark said zooming off.

"No probs, CK," Xander replied to thin air.

* * *

Spike sat on his crypt reading his favourite Emily Dickenson book, he always loved the beauty of her writing. His crypt was covered with a blanket and a throw pillow; this book always did put him to sleep. A good night's read, he thought to himself as he turned the page. The door slammed open breaking his train of thought. He looked up to see Buffy storm in. Looks like I'm not going to be sleeping tonight, Spike thought.

"I need information," Buffy said abruptly stopping in front of him.

"Such as? Depends on the price though," Spike said looking her over.

"Lex Luthor's taken over the Initiative facility," Buffy said quickly, "he's after a phantom, you heard anything?"

"Your old flame is back in town and he's getting you to do the dirty work I see?" Spike said rolling his eyes.

Buffy looked at him sadly. This wasn't what she wanted and yet it was. She wanted to feel, even if she felt wrong. "Tell me you love me," Buffy asked softly.

"I love you," Spike said surprised, even more surprised as Buffy pulled him into a kiss. They fell against the crypt kissing passionately.

It didn't take long for them to finish, it never did, it's all it was; quick and easy. In no time they fell asleep against the cold crypt. Buffy lay looking at the ground as she began to stir; what was she doing, she was better than this, better than him. She couldn't help but loath what she was doing.

She jumped up as the door slammed open for the second time that night. She gasped as Clark stood at the door stunned at the sight he had walked in on. Spike propped himself up on his elbows. "Well, well, looks like you found her," he smirked at Clark, "sorry to say Champ but I'm not the most trustworthy of types no matter how much you want to believe it... really? All this girl wants is a bit of monster in her."

Buffy looked back at Clark. He didn't look disgusted or ashamed. Just disappointed. It was like a stab to Buffy's heart. That was all she needed.


	15. Reveals

-Chapter Fifteen-

_Reveals_

"Now, I know why you didn't want me to come with you," Clark said with a note of hurt cracking in his voice. He gulped back the pain looking at the two of them hidden beneath the sheets. Spike smirked at him smugly.

"Well, that's your problem big fella," Spike cried with a jovial cruelty leaking in his voice as he sat up, "you're too trusting."

"Yeah," Clark replied coldly, "I do have that trouble," he glared at Buffy, "don't I?"

Clark turned and walked away slamming the door hard. The door fell to the ground from the sheer force of Clark slamming it. He disappeared into the darkness. Buffy's eyes twinkled after him. They twinkled with shame, embarrassment, disgust, all the emotions she saw in Clark's eyes. Everything she had felt these past six months.

A cold hand touched her shoulder. Spike smiled up to her suggestively. "Time to get to business, love," He winked with a smile only to be returned with a first to the face. He cried as he rolled off the crypt, Buffy's fiery eyes burning down at him.

"Did you have to be so cold?" she snapped harshly as she put her clothes back on.

"Err... vampire, love," he snapped back rolling his eyes. Buffy threw on her shirt storming to the door as she finally had all her clothes on. "And for someone who gives everyone the cold shoulder, you should be an expert at how to be cold," he sighed angrily, "you got what you wanted now get out... go follow your lover."

Buffy turned and darted out of the door leaving Spike; alone, as always. That was what their relationship was, one-sided, he has her but he doesn't. He glared at the floor clenching his fist as the cold air rolled through the crypt and with a swift kick he let all his anger and frustration out on the TV sat on the floor.

* * *

Clark stormed through the graveyard, he could have super sped away but his legs wouldn't move; at least not that fast. His whole body was just going through the motions. His mind was blank. All he could see was _them_. Spike and Buffy. Buffy and Spike. How could this have happened?

Is this what I do to girls? Clark asked himself. Push them into the arms of the evil dude?

_Spike's not all evil_, argued a voice in his head, _even you said that..._

I also said I could trust him, Clark snapped back as he exited the graveyard and out into the cold empty streets of Sunnydale. They seemed colder than the graveyard or maybe that was just how he was feeling.

_Nothing really happened with you and Buffy_, the voice argued casually.

Thanks to Giles, Clark snapped to himself, I wasn't with Lana...

_She was with Riley and if I remember correctly she rejected you_, the voice replied.

Seems every time we meet something gets in our way, first Giles, then Lana and Riley, now Spike, Clark thought to himself, maybe I'm not meant to be with anyone.

I have to leave this place, He concluded, he looked up to find that he was at the bronze. He looked around confused. Had he super speeded? Without him knowing it? Could he do it that? It didn't matter, he thought turning around he had to go back to...

"CK! Clark-Man," Xander cried jovially with a suggestive smile as he turned around the corner, "sooo, how'd the _talk_ go."

"We didn't do much talking," Clark said sombrely passing Xander with that getting ready to Super speed away.

"Okay, why am I getting the feeling it didn't go well," Xander replied gingerly following Clark.

"Let's just say I got there too late," Clark grumbled not in the mood for Xander's pep talks.

"Whoa, who? What? Where? Why? When?" Xander cried stunned, "and to finish off with the non-W of the five W's, How?"

"She's already with someone that's how," Clark snapped back.

"Who?" Xander cried confused unable to understand why Buffy wouldn't tell them about a new boyfriend.

"Spike," Clark said with a disheartened sigh of defeat at the name, before disappearing in a flash leaving a stunned Xander.

* * *

"Is the lab ready?" Lex ordered as he stormed through the Reeves Dam laboratory, as Mercer followed him.

"Yes, everything is prepped and ready," Mercer said in a business like tone, "your jet is ready and our science team has been moved to Sunnydale to finish the project."

"Good, there'll be no one to stop us this time," Lex said smugly as he walked up the steps to exit the dam facility. Unknown to him a figure stepped out of the shadows beneath the steps. Lois crept forward looking up as the door closed above.

"Great Lois, locked in," she scathed herself as she walked through the bowls of the facility. She walked through the door Lex had come from, holding her taser in case any security tried to interrupt her investigative marauder.

The lab was dead and cold, everything had been moved and yet there was still equipment prepped and at the ready for their return. Bloodied stretchers sat against the wall. What had happened here? Lois thought as she walked around the room. A black bag sat the end of the room next to a screen. She moved cautiously towards it.

Her heart leapt to her throat as she unzipped the bag to see what was beneath it. A young bloodied boy lay dead beneath the boy his horrific blank eyes staring back at her. She gasped as she saw this. "What are you doing here, Lex?" she breathed looking up at the screen as the boy's head flopped towards it. She pressed a button at the side, lights flashed in a room behind the glass dealing Lois with the second shock in just one minute.

At least 200 bodies lay strapped and hung in plastic body bags in the room. All stock piled. All unaware of what they were to unwillingly to become.

"My god," Lois gasped, this was not the story she had thought she would find... or the story she would earn a Pulitzer from.

* * *

Buffy didn't find Clark. How could she? He could run faster than sound whereas she... she didn't know how fast she could run, faster than most humans but no were near as fast as Clark. She had to explain to him. Explain why he found her that way. How could she? She didn't even know. Why Spike? How could she let him touch her? How could she?

She opened the door walking inside her house; she didn't even know how she got there. She always seemed to walk in a dream state these days.

"You're home late," came Xander voice from the living room. Buffy turned to see him leaning against the door frame his arms folded surveying her closely.

"Yeah, was a busy night," Buffy replied walking past him.

"Banging your new boyfriend?" Xander replied coldly. Buffy froze turning slowly to Xander's disapproving look, "of all people... why Spike?

"Xan..."

"You know what he... what he and Anya did," Xander snapped.

"I know," Buffy said softly unable to speak.

"So, what the living isn't good enough for you so you have to go for a dead guy," Xander snapped, "_again?_"

"It's not like that," Buffy cried with confusion.

"Then what is it?" Xander snapped.

"I don't know!" Buffy snapped back throwing her hands on her head as tears dripped from her eyes. Confusion, anger and disgust seeped through her eyes. "I don't know who I am anymore!"

"You're Buffy," Xander snapped looking at her with disappointment, "at least I thought you were."

"You brought me back," Buffy turned on him.

"I know," Xander said, "but I thought you'd come to us if you were finding things difficult not... _Spike_."

"So did I," Buffy spat back. She wasn't spitting at Xander. It wasn't his fault. This past year had been a nightmare and it just felt like it was going to stay that way.

"Then why didn't you?" Xander asked softly seeing the confusion twinkling in her eyes. "Why go to Spike?"

"Who went for Spike?" came Willow's curious voice as she walked around the corner into the living room. Xander sighed glancing at Buffy who had dropped into a seat distraught. "Oh."

"You told them?" Tara asked taking standing next to Willow.

"Wait, you knew?" Xander and Willow cried.

"Buffy told me not to tell anyone," Tara said apologetically to Willow. Willow nodded a little unsure yet smiled as she took her girlfriend's hand once again.

"You two are together again?" Buffy croaked. They nodded.

"Now you see these two, healthy relationship," Xander cried pointing at the two girls, "I can sleep happy in my bed thinking about those two, you and Spike! I can't do that."

The three girls looked at him with raised eyes brows as he stood there slowly realising what he had said. "Do you love him?" Tara asked gingerly already knowing the answer.

"No," Buffy said softly, "I don't know..."

"I just don't get how you found out?" Willow asked confused, "have you been following her again? Like with Angel?"

"I didn't follow anyone;" Xander replied defensively, "Clark found them together."

"Clark? Where is he?" Buffy said getting to her feet quickly.

"Zoomed off back to Smallville," Xander replied, "probably trying to forget the image of you bumping uglies with bumpy face."

Willow elbowed him in the ribs hard as she passed him. She placed her hand on Buffy's shoulder. "Do you care for Spike?" Willow asked.

"Kind of," Buffy said, "but... not like that... I don't know why I do... he just makes me feel... alive."

She bowed her head guiltily as Willow shifted uncomfortably.

"A-and what about erm... Clark?" she asked gingerly a weak smile.

"I don't know," Buffy said softly, "I mean look at me... think about what he saw..."

"Trying not to," Xander said closing his eyes furiously as he tried to erase the image from his head.

"Why would he want me?"

"Hello? Why do you think he was there?" Xander cried impatiently, "jeeez and crackers what is it with you heroes and relationships. You're having sex with Spike and Lana's trying to get back with Clark...."

"Anyway..." Willow began glaring at Xander, "it's been a hard year for both of us what with my..."

"Addiction," Xander said.

"Dawn's..."

"Stealing."

"And Xander's failed relationship," Willow said with a note of playfulness.

"And Xander's... hey!"

Buffy chuckled weakly. "I guess we all have to help each other," Buffy gulped back tears.

"Like I said Buff, we're doomed," Xander chuckled.

"But we gots each other," Willow smirked happily as she turned back to Tara.

The air froze. Everything went still. Willow's eyes widened with horror. Buffy's mouth dropped in horror. Xander did a mixture of both unable to comprehend what he was seeing.

Warren, or rather the Phantom stood at the doorway glaring at them with his dark evil eyes. A vicious look in his eyes, blood splattered across his face with his arm stuck through Tara chest. Tara slumped against his arm bloody dripping down her as the Phantom stood surveying the scene.

"Where is the Kryptonian?!" he growled.


	16. The Fight For Their Lives

-Chapter Sixteen-

_Fight for their Lives_

Lois held her camera up shakily at the screen unable to believe what she was seeing. How could Lex do this? She thought as the camera flashed with a snap. Is there no end to what he'd do?

"Hey!" yelled a security guard from door. Lois froze turning around at the stern looking guard. From the look of him he was in his twenties and didn't look like much of a threat. "What are you doing here?"

Lois smiled regaining her composure. "My car broke down a mile down the road I was wondering if one of you guys could help me out," Lois lied knowing full well this wasn't going to work, she had to chance it though, this guy didn't look all that smart.

"With a camera?" the guard demanded.

"I'm on a road trip taking snaps of the scenery," Lois quipped, "and this scenery is going to give me a Pulitzer and your boss a red jump suit."

"If you get out," the guard said dangerously taking out a small knife. Lois stepped back at the sight of it.

"Okay, no need to go all Rambo on me," Lois jittered holding out her hand as the guard, "I mean here take the camera, I've got no proof," the guard continued to move forward. "Yeah I thought you might think that," Lois smirked spinning kicking the guard in the jaw knocking him across a lab table.

* * *

Willow looked on horror-struck as Buffy was thrown across the room. Tears streamed down her face as she held the lifeless body of Tara in her arms. Her face was peaceful despite her body being mangled, a large gaping hole in her chest, blood dripped down her staining Willow's hands.

"Tara baby, don't go," Willow whimpered as Xander tried to pull her away as Buffy and the Phantom continued their battle.

"Willow come on we have to go," Xander said fearfully as the bangs and booms of the battle grew louder as they echoed through the house.

BOOM!!! The phantom flew back slamming his fist into the floor slowing him down, the wooden floor splintering up into his face. Buffy ran in looking slightly worn, her breathing was heavy it had took everything she had just to keep up with the Phantom. It was toying with her. She could tell by the smile, he knew he'd win.

"Go," Buffy hissed as she glanced at the two of them. "Get out of her..."

She gasped for air, her sentence cut short as the Phantom grabbed her by the throat slamming her against the wall.

* * *

Lois gasped for air as the guard released her throat. He recoiled in pain as he received a sharp knee to the groin. Lois leapt into the air kicking the guard square in the chin. She turned to run to the door. A tight grip grabbing her ankle causing her to fall. She rolled to her side to see the dazed guard holding her ankle crawling towards her. She kicked hard smacking him in the face scurrying to her feet. The man following suit as she darted out of the door.

* * *

Buffy felt herself soar through the air as the phantom threw her of his shoulders. She slammed to the floor rolling out of the way as the Phantom slammed down on the floor. She kicked at the back of its leg. The Phantom keeled over to its knees, Buffy flipping over whilst kicking it in the face.

They were now outside in the front lawn. The night bathed over them camouflaging them only the sound of Buffy's grunts and the phantom's growls could be heard through the darkness. Buffy surveyed the Phantom as it came at him. Something was wrong. It wasn't as fast as it was a minute ago. Was it holding back?

No, Buffy thought as she flipped out of the way of its punches. She looked at its face. It was contorted with pain and anger. It's burning out. Sweat dripped down the phantom's distorted face as it growled. Its eyes glowed a fiery glow, streams of fire shot at her. Buffy arched her face, the heat vision missing her by the whiskers, not that she had whiskers of course.

"You okay," Buffy smirked getting up straight and back flipping out of the way of another blast. "You're not your usual powerful self... am I tiring you out?" she back flipped on to the hood of a car dodging another blast. "The big bad phantom getting tired out by a little girl?"

Buffy winked at the Phantom cheekily, she wanted to goad it, she wanted to kill it. She wanted to rip it apart. It had killed Tara. But she couldn't beat it. She had to wear it down. But how could she? All she could do was dodge its blasts she can't get in to it to attack it. Her entire body ached as she landed on the car, she couldn't do this for much longer. Her muscles flared and her bones burnt, or was it the other way around, she thought to herself, who cares I'm hurting.

* * *

Lois felt something grab her hair. She flew back against the wall as the guard pulled her off the stairs. She had almost made it. Lois kicked hard at him as he came close launching at him. She punched him hard in the face, she felt her knuckles bruise as she did this. He grabbed her wrist as she went to punch him again slamming her against the wall pulling out his knife and slamming it in her stomach.

Lois gasped in pain and shock. It had happened. The cold knife had pierced her skin. She gulped for air as she grabbed the man's hand pulling his hand from her gut. He smiled victoriously at the sight if her squirm.

She grimaced angrily at the smile head butting him in the face; she didn't want him to see her like this. She didn't want him to win. She smiled weakly as he fell to the ground knocked out. Her smile faded as she too collapsed to the ground, her body weakened and blood pouring from her stomach. My god, she's going to die.

* * *

"Will, we have to go," Xander cried trying to pull her up on her feet as yet another explosion occurred outside. He looked up quickly to see a car rocket into the air within a ball of flames. A figure that could only be Buffy flipping out of the way. "Come on, Buff's biding us some time we have to get out of here and I'll give her the single to tell her we're okay," Xander said desperately.

"And the Phantom," Willow hissed angrily.

"We'll wait for Clark," Xander said trying to get her off the ground. "Will, we have to get away from Warren now!"

"Clark... Warren..." Willow growled softly.

"Willow please..."

Willow felt her anger bubbling as she held Tara close. The blood had dripped n her clothes, she was covered with it. Her hands were dirtied with it. This wasn't meant to happen. They had got together they were happy.

"He killed her..." Willow growled clenching her fist. A strange force filled her veins. "They killed her..."

"Will?" Xander gasped as he saw Willow's hair flicker in the air. Her teeth clenched dangerously as she glared out into the night at the battle outside.

Smash!!

Xander jumped as the screen door exploded, the glass shattering through the living, a black cloud formed over Willow as she continued to growl incoherently. Xander looked at it fearfully looking down at Willow. "Willow, please stop this," Xander begged putting his hand on her shoulder. He cried in agony as a searing pain shot through him knocking him across the room.

* * *

Buffy slid across the concrete road, it felt rough against her skin and cut against it as she slid across it. She slammed against a neighbouring car as the ball of flames burnt in front of her, charred metal crashing to the floor. She lay against the car.

God, I can't move, Buffy thought desperately as she sat against the car wheel. Her entire body aching. Her eyes widened as Warren moved through the flames, gasping for breath and sweating yet a small slimy smile across his face. He'd won.

I'm going to die, she thought, again, not again... I don't want to die... I've got too much to do... too much to see.

"This body isn't do much good," the Phantom hissed, "but someone like you should hold up quite nicely," he smirked evilly.

Buffy's eyes widened. This was the end. They say that your life flashes through your eyes when you're about to die. That's not what happened for her. Instead everything she wouldn't see or do in her life was there. She wasn't going to see Dawn grow up. She wasn't going to see her graduate for High School or college. She wasn't going to be able to just hang out with her friends. All this year she could have done all this and she just sat in a sea of self loathing.

The Phantom moved forward. A smile across his weakened face. Wham!! A powerful earth shattering punch hit the phantom sending him flying. And to Buffy's great relief stood Clark. A stern look across his face as he looked at the Phantom. His face softened as he saw Buffy bending down to her. "Don't worry, you're safe now," he said softly.


	17. The End Begins

-Chapter Sixteen-

_The End Begins_

Lana pushed through the back door of the Talon looking around feverishly for the fifth time in just one day. She hated looking over her shoulder, but that was the price for betraying the Luthors. She had done everything Lionel said, all to save Clark. He'd saved her life so many times and she never even knew about it, it was time for her to save him.

She leapt in the air, breathing heavy and looking around shakily at the empty alleyway as he mobile vibrated angrily in her pocket. The light was beaming over the horizon as the sun began to rise. She pulled the mobile out glaring at the name ringing at her; Lionel Luthor. She opened it bitterly. "What do you want?"

"I heard what happened with Lex, I'm coming over," Lionel said hurriedly yet his voice reaked of disinterest.

"I won't be there," Lana replied desperately walking towards her car, "I'm leaving where the Luthors can't touch me."

"Now calm down, I'm almost there we'll talk," Lionel replied. Lana heard the screech of his car behind her. She darted towards her, if he caught her he'd stop her. She wouldn't be free. He'd make her hide out where he can keep her; as his pet, like he'd done these past few months. "Lana!" she heard him shout as she ran past the delivery truck for the Talon to her car.

Lionel ran after Lana gently. He had to get to her, if he ran Lex would find her. He had to protect her. For Clark. He halted to a stop as the delivery truck passed in front of him.

BOOM!! Lionel flew backwards, a ball of fire exploding from Lana's car knocking him back. He crashed to the floor, his face hot from the flames. His eyes widened at the sight of the ball of fire. My god he thought. Lex... how could you?

* * *

Five Hours Ago...

Clark bent down helping Buffy to her feet X-raying her as he stood. She was fine, just tired, no wonder the Phantom had the same powers as he did. He was surprised she'd lasted as long as she did. No, he wasn't. She was strong. She'd fought two Kryptonians and Brainiac. She was strong. "A-are you okay?" Clark asked gingerly.

Buffy nodded. "I'm sorry," Buffy whispered.

"You did okay," Clark said looking down the street at the gaping hole in the wall of one of the neighbouring houses. "You wore it down, I wouldn;'t have..."

"No," Buffy interjected, Clark turning to her, "about what you saw... I'm sorry."

"It's okay," Clark sighed he storms ahead, "we'll talk about it once the phantom is gone."

Buffy looked on as Clark stormed forward. It was like he had tunnel vision. He only looked forward and yet looked everywhere at the same time. He looked forward to the threat and everywhere for every threat.

Buffy leant against the neighbours car watching as Clark stormed towards the house. His jacket waving in the night air like a cape on his shoulders but, something else caught her eye. She turned to her house, her eyes widening as the sight before her chilled her to the bone. A purple light flashed through the front of the house, strange sparks shooting out violently on to the front lawn. Buffy limped through tiredness towards the house. She had a bad feeling about this...

* * *

Clark climbed through the gaping hole in the neighbours house, bits of wood and plaster crashed to the floor, the front living room was falling down. He didn't expect such a small man to do this much damage. The house was filled with darkness. Clark surveyed the house for the Phantom, a body lay at the end of the kitchen area. The entire house was empty apart from the body.

The Phantom is incorporeal, Clark concluded as he looked over the body of Warren. He was alive. But his body had been burnt out from the battle. He'd be out for a while.

Clark shot up bolt right as a unearthly shriek echoed through the house. Clark's face reverted to a stone-like facade as he searched the house. He turned slowly on the spot, the shriek crying in the night every few seconds causing him to turn around. _If the Phantom should infect you, you'll die_, echoed J'onn's words in his head, it echoed over and over again with each shriek. Clark fished slowly in his pocket for the Phantom Zone crystal as a black shape shot in the background. The shape disappeared in the shadows as Clark scanned the room.

"I know you're here," Clark called through the house, "come out, there's no were to run," he spun around as something shot past the corner of his eye holding the crystal up a white light shooting from it exploding in the darkness, "you need me. My body. Why hide? I can sense where you are. I can hear you. I can see you. There's no reason to hide anymore. Make it easy for yourself... give up."

BOOM!!! Clark whirled around to the hole in the wall. His eyes wide as he realised were the explosion had occurred. Buffy, Clark thought. Clark stepped forward ready to zoom towards the house, his mind racing, his eyes wide with horror.

A loud shriek cried in the night air causing Clark to stop in his tracks as the figure that had haunted him since escaping the Phantom Zone. The greying, cloaked figure with scabby bandaged claws shrieked at him as it swooped down on him. Clark whipped the crystal forward, a blinding light engulfing him, an almighty force exploding as the two goliath beings hit each other, knocking Clark off his feet sending him flying through the house crashing against the kitchen wall.

Clark crumpled to the ground. The sheer force of the explosion causing his entire body to ache. Had he caught the Phantom? Was it over? Buffy! He thought as the sound of the explosion rung in his mind. Had she gone back in the house? No, she'd been too weakened, she could hardly move. God, he thought, I hope she didn't go back to the house. What had caused the explosion? Was Willow in there? What about Dawn or Xander? Had the Phantom done this?

Clark bowed his head solemnly. This is my fault I brought this upon them, he thought disheartedly as he struggled to his feet. That force really packed a punch, he thought to himself as he leant against the kitchen table collecting his bearings as he got to his feet.

Two feet appeared in his vision as he stared dizzily at the floor. Strangely they were familiar. They were his boots. "What the hell?" Clark said confused looking up, his eyes widening yet again as he saw... him.

"I feel better," the double said looking over his new body, "thank you for sharing." The double smiled punching Clark hard in the face sending him flying through the kitchen wall and crashing through miles of fences and houses throughout Sunnydale. "Me Like this," the double smiled.

* * *

This is not my day, Buffy thought as she struggled to her feet. She coughed and wheezed as she felt like the air had been sucked out of her. She shook to her feet, strained sweat dripping from her as she tried to get up yet collapsing with exhaustion panting for air. A black shadow loomed over her. She turned towards the house unable to cough or speak as she saw the figure before her.

Willow looked around her new surroundings as though she had been reborn. Her hair was black and her eyes blank. A fierce deadly look on her face as she stared out at her surroundings floating through the wrecked house and on to the lawn.

"Will?" Buffy gasped.

"I can never forgive them for what they've done," Willow growled icily.


	18. Rebirths and Deaths

-Chapter Eighteen-

_Rebirth and Deaths_

Willow walked slowly through the rumble of the Summer's house towards Buffy. Her eyes were blackened and hollow, no emotion pierced them; except one. Her entire body was pale with blue viens slithering across her face. Her once red her now turned black rested on her blood stained shoulders, blood dripped from her hands. As Buffy looked into her eyes, she could only see; hate.

"Willow wait stop," Buffy pleaded getting to her feet and limping after Willow as she walked past her.

"I have to find them," Willow said stopping at the end of the lawn looking up and down the street at the wreckage left at the battle. "They must pay."

"Willow I know you're hurting but..."

"You have no idea what I'm feeling," Willow hissed rounding on her, her eyes turning fiery and etched with pain. "You have no idea what it's like to lose someone to a monster! They must pay."

"Whose they?" Buffy gasped already knowing the answer.

"They brought it here," Willow said looking down the street at the near demolished house. "They shall die!"

"Will, you have to think! Stop th..." Buffy gasped for air as she felt an invisible force hit her square in the chest knocking her off her feet. She slammed to her feet winding herself as she did. She felt the air shoot out of her at the impact, her eyes watered and she gulped for air as she looked up at nothing; Willow was gone.

Chloe crashed through the door of them dam, her heart pounding like a freight train, it felt like it would explode from her chest as fear welled through her body. Why had she not listened to her? She cried over and over in head. Her whole entire body was shaking, a tingle shivering down her spine with each step down the grated steps.

She stopped to a halt at the sight at the bottom of the stares. Her heart stopped, her breathe catching as tears dripped from her eyes, her mouth open with shock. Her lip quivered as tears dripped down her cheek. No, it can't be she thought as she saw Lois' lifeless body crumpled on the ground.

"No," Chloe croaked her knees giving way as the she stared at the pale motionless face, "Lois please.." she gulped through tears as she pulled Lois' body up against her chest shaking her desperately hoping for dear god she was wrong; she knew she wasn't. She could feel it. Lois was cold, ice cold. It made a chill run down her spine just holding her. "Please Lois," Chloe whimpered desperately tears running down her cheek as she cradled Lois pressing her against her cheek not wanting to let her go. "Don't die," she pleaded, "come back."

Chloe's tears dropped down from her face splashing Lois' pale dead face, the tears were warm, tingling as they left Chloe's eyes. She could feel them getting hotter as they slipped down her cheek, as hot as a light bulb, it left her cheek twinkling brightly in the space between the two girls. Chloe was blinded as the tear grew brighter. A white glow swam through the single tear, growing brighter as it reached lois, splashing at her cheek exploding. A white glow engulfing the room.

Chloe gasped as she felt herself being drained. Her eyes drooped heavily, she could feel the breath leaving her....

Lois' eyes snapped open. She gasped for air or rather felt the air pulled back into air; gulping from the vacuumed force it had gone in her. She looked around, her eyes swimming, she breathed heavily as she tried to catch her breath. Where was she? What had happened? She remembered being stabbed, she felt at her woundless wound gasping at it unable to believe that there was nothing. Nothing at all.

What had happened? How was she alive? She looked around. Lex's laboratory? Had one of his experiments done something? Was she hallucination? She looked around sheepishly as she turn to get to her feet.

"Chloe?" Lois gasped, her heart stopping at the sight in front of her. Chloe slumped against the wall. Her skin was a greyish pale colour, her eyes lifeless and dead not a twinkle of curiousity that usually accompanied them. She just stared at Lois, never knowing she was there. "Chloe?" Lois gasped knowing she would reply, tears rolled down her cheeks. She whipped out her phone feverishly, she dialled shakily, frantically trying to get help. She wasn't going to lose her.

No signal.

Lois threw her phone down angrily and desperately. Why does it never work when I need it? She growled in her head picking it up again as she bent down next to Chloe. "Don't worry, Chlo," Lois gulped as she picked her up looking up at the stairwell, "I'll get you out of here."

BOOM! BOOM! BOOOM! Explosions echoed into the early morning, earth shaking explosions, literally. The people of Sunnydale stood looking on fearfully at the forest in which the explosions were occurring. Unbeknownst to them a titanic battle was occurring with the trees. A battle between two gods, one good and one evil.

Bizarro slammed against a tree as Clark shoved him through the woods with the strength of a steam train. The tree fell to the ground from the force of the two, Bizarro falling to a knee Clark's hands holding his jacket in a vice like grip. "Give up Phantom," Clark said warningly.

"Me no like giving up," Bizarro said stubbornly shaking his head like a child who was forced to its vegetables. It grabbed Clark's wrists tightly springing from his knees headbutting Clark. Clark stumbled backwards groaning in pain, his nose on fire, his eyes watering. He opened his watered eyes for a second only to see a fist hit his face. He felt himself fly back his head nodding back violently as he crashed through tree after tree. He moved his feet down to the dirt ground to stop himself , his feet digging deep into the ground, soil and mud reaching up to his shins as came to a stop. A trail could be seen following Clark, he felt his legs wedged into the ground.

Bang! Clark fell back his legs still stuck in the ground as Bizarro zoomed at him smacking him in the face. Clark looked up at Bizarro, a joyful smile on its face as it looked down on him. "I like this game," Bizarro said in childish glee, a cruel smile on its face and yet it looked almost like a child play.

"You don't have to do this you know," Clark said weakly as he looked up at the child-like creature. "I know what you are, what happened to you," Bizarro looked down sadly, "deprived of any love... you feel alone, I know how that feels. I know you want the life you think you deserve but it doesn't excuse killing people..."

"You only say cos you die soon," Bizarro moaned.

"I'm not," Clark said sincerely, "I want to help you..."

"Help it!" spat a venomous voice from above. Clark looked up at sky to see Willow looking down coldly at them, her eyes blackened and cold, her skin pale and icy. She floated down dropping to the ground glaring at the two. Why do they all fly? Clark thought. "You dare help _it_!" Willow spat shaking furiously as she stared at Bizarro.

"Willow," Clark said softly getting to his feet but suddenly felt himself slammed down to the ground by an invisible forcefield. It felt like a giant hand was pushing him down. He glared over at Willow as she held her hand up at him moving her hand downwards as though pushing the weight deeper down on him. "Willow... let me," Clark gasped through the weight.

"I want no interference, I don't want to hurt you," Willow said coldly, "but the five must die."

"Five?" Clark gasped.

"Don't make it six," Willow hissed keeping her eyes on the Bizarro.

"Willow what's happened to you?" Clark growled furiously trying to break through the magical barrier holding him down.

"I have been reborn," Willow said viciously, "reborn to avenge her..."

A single tear dripped down her cheek.

"You mean the nervous one?" Bizarro asked questionably, "me liked her."

"You liked her?" Willow breathed coldly, "YOU LIKED HER!"

Her eyes turned a fiery colour, the viens on her face became more prominent with her rage. "Run!" Clark yelled as Willow shot a red fiery blast at Bizarro. Bizarro looked on fearfully zipping away rocketing into the air, the fire ball exploding against the trees a blue and red blur disappearing into the sky.

Willow glared up into the air, rounding on Clark. "You best choose who's side your own space man," Willow hissed, "it might be... painful for you later."

"Willow don't do this," Clark pleaded.

"Just click your heels Clark," Willow guipped coldly clicking her fingers. Clark cried out as a bright glow engulfed him flashing brightly, leaving nothing. "There's no place like home, farm boy."


	19. First to Die

-Chapter Nineteen-

_The First to Die_

Buffy pushed through the door of her now near destroyed house, the power eminating from Willow had really done a number on the house, she was surprised it was still standing. The plastered walls were cracked as the smashed picture frame of the all the happy memories sat pressed against the wall as down they'd be been pushed in from the sheer force, some had crashed to the floor from the impact, others hung limply on the wall.

She turned to the living room, the screen doors hanging lamely, blowing in the night wind. She moved around the bloodied body lying at the threshold of the living room; she couldn't bear to say her name. Tara. She had been there for her during the dark times, she had helped her all this year. I promise you I'll get her back, Buffy thought as she looked down at her and the wreckage around her. The floor boards were chipped and crushed from the outsurge of power, furniture had been toppled over, everything had, Willow had obviously protect Tara from the blast. A groan made her jump. She looked around feverishly and then she saw it, saw him.

"Xander!" Buffy cried running to the weakened Xander, he stumbled out of the wreckage that had held him down. She held him up taking his weight. "Are you alright?"

"Where's Will?" Xander asked worriedly, coughing heavily as he felt his ribs on fire.

"She... she's gone... something's wrong with her... she's... she's changed," Buffy stammered fearfully looking out at the grass lawn where Willow had flown away.

"She's gone off the deep end," Xander said sitting down on the arm of the chair, "real bad, I've seen it before when Tara got hurt during Zod... when you... she changed then but now it just seems worse. It seems like Willow's let out all the darkness inside of her... and god I hate to see the guy who pisses her off."

"Warren!" Buffy exclaimed knowingly.

The demons sat slumped over the bar downing their sorrows in a bottle of beer, the spilt beer wetted their leather jackets as they looked up at the cat channel licking their lips at the tasty little kitty cats dancing on the screen. Willy stood leaning against the bottles looking at the demons talking, conversing with each other, playing pool in the corner slurping their drinks with their demonic patriots.

BOOM! The doors of the bar exploded crashing to the ground, the demons fell of their stools looking up angrily at the thin dark haired girl stood at the door. "What do you want?" growled one of the demons licking his lips observing her closely.

She held up her hand flicking her hand the demon exploding where he stood. She smiled at the pale faced demons, despite them being all different colours, "I want Warren Mears."

Buffy stood watching as the paramedics rolled Tara's body out of the house, her hand on her chest trying to hold in the tears. Dawn had come home an hour earlier, she was with Xander now, he was good consoling people. It seemed like death was always brought to this house. Clark, where are you? Buffy thought as she looked back at Xander holding a weeping Dawn, I could sure use you right now.

"Xander?" Buffy said walking into the kitchen, "take care of Dawn. While I find Willow. We have to stop her."

"What are you going to do?" Xander asked as Buffy turned to the door.

"I have to see an old friend," she said leaving a confused Xander and Dawn.

Warren ran through the forest pushing past the trees, what had happened to him? He couldn't remember? Images flashed within his head, they made his stomach churn, it was filled with blood and, bodies being ripped apart. Is that what he'd done? He looked shakily at his hands, he felt as if his chest had been ripped apart. He looked down at his shaken hand, there was no blood, not a mark and yet he could see them in his head ripping victims apart.

He leant against tree breathing hard, he had to find Andrew. He could pin it on Jonathon convince Andrew to help him, he could get him to do anything. Oh god, what have I done? He thought his eyes twinkling with confusion.

"You know what you've done!" roared an icy voice from above. Warren looked up quickly to see Willow float down in front of him, "Hi," she said in a sweet tone, it sent shivers down his spine, "this is gonna be fun." She flicked her hand lifting Warren off the ground, "oh baby... I have so many new tricks to show you. I hope you can handle them."

"What are you doing?" Warren gasped as Willow threw him to the ground.

"I'm killing you slowly of course," Willow shrugged in a mocked coyness.

"I need you help," Buffy said pleadingly as she walked through the magic shop following a flustered Anya as she stacked books in their right places.

"Is it Xander? Is he warty? Boils all over him? In mind enducing pain that would make him cry out for death?" Anya asked stiffly with a note of excitement.

"No," Buffy replied with a raised eyebrow. "I just need you to find Willow."

"What makes you think I can find her?" Anya asked stiffly, the excitement leaving her.

"I know your back to being the demon shinding and I need you to poof me off to find Willow cos in case you haven't sense it but she's gone mad axe woman on us," Buffy said irritably, "or I could be slaying you," she added lifting up an axe, "it is my job killing demons and all..."

"Okay, my god your as aggressive as a troll," Anya said grabbing Buffy's arm.

"I'll remember that when I slay you," Buffy snapped angrily at the 'troll' comment.

Warren screamed in pain as it felt like someone was stabbing him in the arms repeatedly. His arms stretched against the trees as they were held up by strange wiery ropes holding him against the trees. He screamed, screaming for help, hoping someone would come, but who would, who could stop her. "Please someone help me!" Warren cried terrified, his heart skipping as he saw Buffy running around the from the bushes.

"Willow! What are you doing?" Buffy cried in shock at the sight of Warren's tortured body. "Let him go!"

"It's okay Buffy," Willow said a monotone voice, "he's not all that fun anymore."

"Please help me! She's crazy!" Warren cried at Buffy and Anya.

"Bored now!" Willow yawned sarcastically flicking her hand, the skin ripped from the Warren's flesh, leaving a dead, skinless body hung up like a crucifix between the trees.

"Willow, what have you done?" Buffy gasped.

"One down," Willow smirked disappearing into the night.


	20. Lex

-Chapter Twenty-

_Lex_

Clark cried out as he hit it again, it's purple surface crackling against him as he raced at it repeatedly hoping against hope that he would soon break the forcefield that was keeping him. He felt every part of him split as he touched it, it was agonizing pain each time he ran into it and each time he returned to the same place everytime.

The Farm.

What had Willow done? Had he trapped Smallville in some forcefield cutting them off from everyone else; cutting him off from Buffy, from Willow. So he can't help.

No, it's just me, he concluded as he zoomed towards the edge of town seeing the cars and trucks leaving and coming into town and he did the same thing he'd been doing for the past hour since he woke up in the barn. He returned to the farm.

Any other time he'd love the place he called home, but now he was started to get annoyed by the sight of it. He growled out in anguish punching the barn door sending it flying across the room. A twinge of guilt hit him as he saw his father's tools sprawled across the barn floor. He picked them knowing full well the guilt he felt now was only a shortcoming of what he would feel if the Phantom or Willow killed.

_The Five must die_, Willow had said. He paced up and down trying to figure out who she meant. The Phantom, the guy who killed Tara... but who else, Clark thought. She's attacking everyone who is connected, The phantom killed Tara, but the guy was inhabited by it, the phantom had fixed on his memories to find Buffy, he must have been looking for it. But why?

Clark's eyes widened with realisation. It dawned him within a second. It was simple. He'd been looking for the phantom for months now ever since Titan.

"Lex," Clark said to himself.

Lex sat looking down on the heavens, the golden clouds shone against the sunset as he soared over it in his private jet. If only he could fly himself, without the need of this mechanical bird.

No, all he was was the creator of beings who could. People whom were freaks, who'd got their powers out of luck or chance. He had worked hard most of his life building a new empire in his own name. His father had disgraced the company, he had made it better, building to the future and yet these _people_ they were the future. They would be remembered as the future and him... the past. It almost made him want to stop the experiments but then they had to be prepared for the threat that was coming.

Bang! Lex jumped as something hit hard at the jet knocking it to the right. He fell sprawled across the floor glaring at the flight attendant. "What the hell is going on?" he growled seethingly at her.

"I'm not sure sir," she gulped at his fiery eyes.

"Well go find out!" he snapped getting back to his seat.

The attendant ran towards the cockpit however she never made it as a huge explosion occurred at the plane door, the door crushing her as it flew across the cabin. A thunderous wind engulfing the cabin pulling at Lex as he held on to the seat having no time to put a seat belt on or anything. What the hell was going on? He growled in his head.

"Time to go," came a familiar voice from behind Lex as a familiar hand grabbed his shoulder. Lex looked over to see Clark stood before him his face distorted but still Clark, his skin was cracked and white. He smiled like a child. "Me no feel well, you're gonna help me."

"Lex!" Clark barked as she stormed into the study slamming open the doors looking around the room. The room was dark only the light of the fire illuminated the room.

"He's not here," came Lionel's voice as he stepped out of the shadows.

"Lionel? Where is he?" Clark asked stepping forth to get a better look at Lionel. He could see the sadness in the old man's face. "What's happened?" He looked around, "where's Lana?"

"Clark I..."

"I told you to get her to safety," Clark snapped, Lionel went to open his mouth, "it doesn't matter right now, Lex has enough to trouble to worry about Lana."

"What do you mean?" Lionel asked shocked.

"The Phantom... it infected me," Clark said guiltily knowing that this was exactly what his father had been trying to prevent. He had played straight into the Phantom's hands. "It tracked me down. Killed a girl..."

"Buffy?"

Clark opened his mouth to reply but was interrupted by raucous shouting from outside the study. Clark rolled his eyes as he heard, Lois.

"Okay pal, I wanna see your boss," Lois cried crashing through the door surprise creasing her face as she saw Clark and Lionel stood in the study replacing the annoyance that had once taken over her face; as always. "Smallville, what are you doing here?" Clark opened his mouth to give yet another his lame excuses, though to be fair he had been getting better at these excuses, he seemed to fool Lois at times; although at times she seemed to scoff at these excuses and pass them off as nothing and now it seemed was one of those times. "Whatever," she cut him off, "where's the golden child?" she asked directed at Lionel, who did not seem taken aback though a little peeved by the comment about Lex.

"He's off on business," Lionel replied, "nothing the _Inquisitor_ would be interested in, by all accounts he is not in cahoots with the Green Arrow _Bandit_ despite some of his many foibles."

"Something's happened to Chloe!" Lois snapped, "in that Frankenstein lab your son's hiding in Reeves Dam! She's barely alive, one of Lex's experiments has done something to her while she was down there."

"What happened to Chloe?" Clark said his throat closing in at the sound of his friend in danger.

"She's dying," Lois choked trying to hold back. "Now I need to see your son so he can do something to reverse whatever science experiment hit Chloe," she rounded on Lionel.

"Mr Luthor," came Tess hurriedly her eyes wide with horror, "it's Lex... his jet has been destroyed."

"What?" Lionel growled with shock.

"Something ripped open the plane killing all the cabin crew," Tess said her horror and fear etched in every word and every part of her face. "But Lex is missing."

"How?" Lionel asked in a way, curiously, rather than worriedly. He glanced at Clark. "Have a search party look for Lex, make sure he was on the plane. Find him!" he barked at Tess who nodded running out of the room. "Guard, please escort Miss Lane out, please."

Lois knocked the guards hand from her arm turning and walking away. She glanced at Clark expecting for him to go. He paused unsure what to do looking over at Lionel. "And Mr Kent please, Mark," Lionel said harshly glancing at Clark whispering something under his breath. "_The Barn_."

Lex slammed to the floor as the Phantom dropped him sharply on the floor as though he were a rag doll. He glared through gritted teeth at the deformed copy of the man he had grown to dislike, and yet he couldn't help wondering what had happened to the man he had copied.

"It here?" asked the copy curiously looking around the room.

"Maybe, but first tell me what you did with Clark," Lex said getting to his feet brushing the dust off of him. "Did you kill him?"

"He is safe," said the copy turning and smiling, "weird how he survived when loads and loads didn't. Your brain is all tingly thinking about it."

Lex looked at the copy closely. This herculean goliath stood before him with a note of child-like naivety, strength that exceeded his addled mind and a shambolic weakness buried deep within his deformed and tough visage, his entire demeanour and actions were the opposite of what they exhumed. Confliction mounted the creatures entire body, conflicting emotions, conflicting demeanour and conflicting speech and thought. It was like a baby learning how to walk, clumsy and not all knowing about the mechanics of its body and yet as it stood scanning the room it had a knowing look as though mechanics of alien creature bubbling within it was much more comfortable than the mechanics of its human side as its eyes stopped fixed on the steel door in Lex knew his weakness would surely destroy each and every fibre in the aliens body. Here, Lex thought he would be realised as the man who killed the threat to the earth.

The copy grabbed the door throwing it to the side Lex stumbling as it caused the wall to cave in. Lex watched on smiling as the Phantom groaned at the sight of the green glow illuminating the steel. Lex moved forward a gloating smile on his face. "I have faced many creatures such as yourself," Lex goaded at the quivering figure, "and I've picked up a few things such as the disadvantages you people have to the meteor rocks." He placed a hand on the copy throwing him deep into the room smiling victoriously as it groaned softly. "Don't worry it will only take a moment... the world will be safe from the threat your kind present."

"You right about one thing," groaned the copy, but it wasn't a groan of pain it was a groan of pleasure as it felt the green glow pulse within its veins, pumping inside him, strengthening him. He held out his arms taking it all in as he stands in the middle of the Kryptonite room. He turned to face the horror struck Lex a smile streaked across its now perfect face. "This will take a moment but the world... it isn't safe."


	21. The Darkness

-Chapter Twenty One-

_The Darkness_

Lex fell down in to the blue water, his life's work drifting past him piece by piece, the cool water stabbed at the burn marks on his skin. His eyes were weak and groggy the debris floating around him, the mixture of dust and water getting into his eyes. The explosion had destroyed most of the dam, he was drowning again. The first time, a young farm boy had saved him extraordinarily and mysteriously and now again he was drowning and this time a creature taking the shape of the same farm boy is the one that will end him.

He sighed, bubbles bursting from his mouth and nose as he thought of Lana, what he had done to her, for that moment he felt a shred of remorse build within him. Was this his redemption? Was this his chance to be saved? The past year he had done despicable things and he knew he was doing them. He knew what he was doing; he could say he was scared, scared of losing the woman he'd loved, all through his life he'd been surrounded by loss. He'd lost his brother before he'd even got to know him, lost his father the same day he lost his brother and his mother shortly afterwards. At the age of thirteen he had become an orphan. Through his teens and his life he'd never had much friends, he'd sought solitude in the glossy covers of comic books, it was the thing that had drawn him and his only friend in school together and it had been his love of comic books that had drawn him to the farm boy that had saved him and like everything else he had lost those friends but unlike his mother, unlike his father and his brother; it had been his fault. The darkness within him had devoured his friendships, his relationships and now finally it seemed it would devour him.

He closed his eyes taking it in. Taking in his final moments. He could feel himself losing consciousness. His head becoming as swimmy as the water in which he sank and then he felt something tug at the back of his shirt. It was strong and forceful pushing him through the harsh waves of the water. He opened his eyes weakly seeing only a red and blue blur mixed within a golden light.

He was being saved. But why? He was the villain and the villains always die in the end of the story.

Buffy stared out into the sun rise, her whole body aching and her eyes lolling in her head as the tiredness started to hit her battle worn body. Her hands shook as she stood up pacing up and down. What had happened? Everything about this year had turned from bad to worse. She'd been a manic depressive, Dawn was stealing, Giles was leaving, Xander was ditching Anya at the wedding and now Tara was dead. To top it all she'd been sleeping with Spike. She could still remember the look of shame in Clark's eyes, the look of shame in all of their eyes when they had found out.

And it was then that those eyes appeared in her head. Those blood lusting eyes that seeked only vengeance. Blackened and filled with anger. They were a shadow of the friend in which they inhabited. It was Willow whom they were hiding from, it was Willow they were readying for. It was Willow whom she was looking out for, for fear of what she would do to the two _men_ or rather boys that cowered downstairs in the backroom of the magic box while she sat on the roof looking out for a black blur that would bring only destruction and her friend.

She could still see the flayed remains of Warren hung limply in the night air, the smirk that accompanied the execution and the way she faded ready to quench her thirst for vengeance. Within a second it had turned into a chase, a race against time to try and save the dweebs who she thought to be her arch-nemesises or rather they liked to think so. They had been easy to find holed up in their basement _lair_, she took them back here kicking and screaming having to knock them out. This was just a pit stop. Get weapons, spells anything to stop Willow.

My god, could she really kill her, Buffy thought aghast.

No! She demanded defiantly, I can't no matter what I have been, no matter what dark feelings I have felt this past year or dark things I'd done... I will not kill my friend.

Her thoughts trailed to Clark. She wondered how he knew what was right all the time, how he always believed good would triumph and how he had faith in the people around him.

"You're hurt," came a voice, a voice she had been trying to avoid.

"Go away," she sighed dropping down on the air vent.

"What you going to let that farm boy ruin our fun?" Spike scoffed looking out at the sun rise, it was still dim and in the distance enough to give him enough dim light to stop him from burning. The sun had yet the touch him as the adjacent buildings clouded the Magic Shop roof.

"It wasn't fun," Buffy whispered with annoyance.

"Are you okay?" Spike asked with concern stepping forth from the under the roof door.

"I can't do this anymore," Buffy said guiltily, "I'm using you," she looked up at him looking into his pained eyes, "and it's killing me..."

"No," Spike said softly, "no, you said you loved me."

"No, I told you to tell me you loved me," Buffy said stand up weakly, every muscle twinging in her body. "I never said it... I never have... I never could..."

"But I felt it," Spike said stepping forth pain in his eyes. He looked up at her guiltily exterior. A smile forming across his face. A wild expression. "You see. I see it," he pointed at her guilty eyes, "there. You feel it too. You don't have to feel guilty about it," he said pulling her towards her, "embrace it."

Buffy pushed him back disgusted. "Get over yourself," Buffy spat turning to the door wanting to get as far away from him as she could. She felt him grab her hand spinning her around pushing her against the wall next to the door. A fiery expression burning into his eyes.

"I know you feel it," he said desperately holding her weakened arms with one of his arms groping her body with his other, "you can feel it can't you! My love? Your love?"

"Get off of me!" Buffy cried trying to wriggle free her whole body aching, on fire, unable to move, "Please stop!"

They fell to the ground as Buffy tried to wriggle free. Spike flipped her over on her back holding her down looking at her wildly as she looked up desperately trying to break free of his weight. He looked in her eyes looking for the love he longed for, he wanted to see it, see the unconditional love, the love a man yearned for; what he had yearned for. But all he saw was; fear. He eyes twinkled fearfully at the monster on top of her. The wildness in his eyes disappeared, shock over taking him, horror of the wild unruly monster twinkling in her eyes. He had seen it so many times the eyes of many girls, many men, brushing it off as nothing; just another day but he had never seen it in someone he loved, his mother had embraced it, Drusilla too (though to insane and evil to know different). He felt himself being kicked away as Buffy used the last of her strength to kick him away.

"Ask me again why I could never love you," she spat tearfully.

He looked at her horrified unable to comprehend what he was about to do. The door of the roof burst open, Xander exploding through the door bearing a cross bow. "I heard screaming..." he paused, his face dropping into horror at the sight of the Buffy on the floor her shirt torn revealing her bra strap and fear etched in her eyes as she looked up at Spike, "You son of a bitch!" Xander growled. Spike turned diving out of the way as Xander fired jumping off of the roof disappearing as Xander reached the edge. Xander rounded towards the roof door angrily, "I'm going to kill him!"

"No," Buffy said quietly, "just... no..."

Xander sat down next to her holding her softly. She didn't whimper or recoil at the sight of him next to her or the feel of him touching her. She embraced her friend knowing she was safe. There was no monster, nor darkness in this man. "You rest," Xander said softly holding her glaring at the spot in which Spike had disappeared, "I'll keep watch."

Clark stepped out of the Lex's hospital room after checking he was safe. Lois walking up to him quickly. "How's Chloe?" Clark asked worriedly.

"Doctors say she's out of the woods," Lois replied, "she's safe now, I don't know what Lex did but it must have gotten out of her system," she glared at the room which Lex lay unconscious. His security guards sitting outside the room, under Lionel's orders. "Let me know if she gets better."

"Where are you going?" Clark asked shocked as Lois stormed away.

"I'm going to stake out the manor whilst daddy dearest is tending the wounded," she said nodding to Lionel who was taking with the doctors. Jonn Jonnz next to him. Clark walked over to them Lionel nodding and walking with Clark and the Martian.

"Lex is stable, he'll be able to leave tomorrow," Lionel said as they walked down the corridor.

"The Phantom must have destroyed the dam after it siphoned the kryptonite from the fault," Jonn replied pensively.

"How'd you know it was the Phantom?" Clark asked curiously, since he had already mentioned that Willow would be after Lex.

"I read his mind," Jonn replied brushing this off and going straight to business, "The phantom is now more powerful than ever. I doubt even the two of us combined could defeat it."

"Where will it go?" Clark asked.

"To wreck havoc on those who have everything it had been deprived of," Jonn replied, "love and a family."

"How do we stop it?" Clark asked.

"The sun," Lionel replied, "the phantom's powers are powered by opposite means to you and are weakened at the same time. It use of kryptonite absorbing dampens this affect but does not stop it. It shows its true deformed visage, only then will you be able to beat it."

"I'll have Lana track it down," Clark concluded after a moment's thought.

"Clark, son," Lionel said solemnly placing a hand on his shoulder, "Lana is dead."

Clark stared looking at Lionel serious face. The Martian gave him a sympathetic look as Clark felt his very heart breaking into a million pieces. "Lex," he said at once knowing full well who would do such a thing. Lionel's silence answered the conclusion. He felt a seething anger build within him as he thought of the man he had saved from the dam, the man whom had killed the woman he loved. He clenched his fist looking at the room Lex lay unconscious wanting nothing more than to crush Lex.

"I know it is painful, Kal-El," Jonn said placing a sympathetic hand on his shoulder, "but you must bury it down for now. Do not live in the past, live in the moment."

"And right now we must stop this Phantom," Lionel said softly.

"Willow's trapped me here," Clark said, "I've already tried getting out," he said sadly as he glanced at the TV seeing destruction building on the News.

"This witch may have cut you off from the outside world but it hasn't cut you off from the one place not of this earth," Jonn said with a knowing look towards Clark.

Clark nodded realising where he meant. The Fortress.

Jonathon and Andrew sat huddled in the corner. They cowered arguing amongst themselves whilst Dawn and Anya sat at the counter packing up the supplies, though Anya only halfheartedly as she continued to ramble on much to Dawn's annoyance.

"I mean, he walked out on me and I'm expected to help him," Anya cried, "and then he's all high and mighty cos I go back to being a vengeance demon despite it being a very driven and stimulated business."

Dawn stood up quickly as Buffy and Xander ran down the steps to meet them. "You ready?" Buffy said stiffly ignoring as Dawn pointed at the tear in her shirt. She brushed it off motioning the two geeks to stand up. She walked to the door opening it. Her heart stopped at the sight of her, something she never thought would happen. Her black hair, her cruel smile, her black eyes scanning the room.

"Aren't going to invite me in?" she asked in cruel sweetness.

Willow was here.


	22. Friend and Foe Alike

-Chapter Twenty Two-

_Friend and Foe Alike_

Everyone froze. The very nature of her being here was both unnerving and true. Her white skin shone in the new day making the black veins that pierced her face so much more pronounced, as they hung hidden within the once red hair that now lay blackened, matching the clothes, the lips and the eyes. They scanned the room like a predator, a cold gaze and smile accompanying them as she looked at her friends until finally, her lips curled into a smile. A cruel, satisfied smile, hungry and longing as it stared at the quivering and frozen boys in the corner.

"Say bye-bye, boys," Willow said lifting her hands. Buffy's eyes widened as a bolt of lightning exploded from her fingers flying towards the nerds. The nerds stood shaking their eyes closed, ready as they felt only cold fear. The bolt sizzled in the air, crackling against an invisible barrier surrounding the two cowering boys. Willow sighed throwing her hands down, "looks like you boys have a protection charm up," her tone was amused, there was no anger, no annoyance, just amusement and that shook Buffy to her core, it wasn't just some angry quest it was a game now; she was enjoying it and she wanted to.

"Willow, you don't want to do this," Buffy said forcefully stepping forward.

"Actually, I do," Willow scoffed turning back to Jonathon and Andrew, "so which one of you is putting up the charm," she looked at Andrew, "not you monkey boy," she points playfully at Jonathon, "how about you superstar?"

"Willow, just stop for a minute," Buffy cried hoarsely as she tried to stop herself from shaking, "you need to back off. This power you have its too dangerous you don't know how to control it. It'll destroy you. Us. And the World."

"Boo-Hoo," Willow replied in a monotone way with a hint of bitter sarcasm turning back to her prey, "just because I can't use magic on you, doesn't mean I can't use it on myself," she cackled wildly as a dangerous array of lightning crackled around her, running against her skin, a wide smile building across her face as the lightning disappeared in the air. She sighed looking around, "Now I think I'm strong enough to beat you to death."

"Oooh great, we're gonna get beaten by a Super Saiyan," Andrew cried, "and not a cool Son Goku Super Saiyan but a crazed Vegeta Super Saiyan."

"I like the sound of that," Willow said striding towards them as they ran around the table as though it may guard them.

"You're not going near them," Buffy snapped as she stood in front of Willow blocking her way. Willow stepping back surprised by her sudden appearance.

"Try and stop me," Willow shrugged indifferent by her sudden appearance smacking Buffy across the face sending her flying against a book case across the way. She slammed against it crashing to the floor the books falling from their shelves hitting at Buffy. Xander looked on shocked stepping in front of Dawn protectively. "Now the fun begins."

Clark walked through the caves, holding the metal octagonal disc in his hand, it dug against his skin as he clenched it hard hoping against hope that this may work. The Manhunter had said there was a 99.9% chance this might work, although he wasn't sure if magic affected Kryptonian technology the same as Kryptonian physiology, though knowing Clark's luck it probably would.

I can't think like that, Clark thought to himself, Buffy and the others are in trouble.

What about Chloe? Lois? They need you here, argued a voice.

They'll be fine, Clark replied, the Manhunter is keeping watch on Lex if the Phantom returns. Once I've left the Fortress the spell should dissipate and I'll be able to get back into Smallville. Besides, if I stay the world's in danger.

He looked down at the altar in the epicentre of the cave. He held up the disc, a look of urgent hope in his eyes. As much as I'd like to stay and look after them, I have to stop Willow and the Phantom, he thought to himself placing the disc into the slot.

That is my destiny, he thought with acceptance as a blinding white light engulfed the cave. He could feel something grabbing him pulling him forth. It had worked. He was free.

"Don't worry boys, I'll be quick," Willow sighed in a cruel kindness, her sweet tone sending shivers down, "ask Warren. He thought so," her lips curled into a cruel smile at the thought of the torturous way she had executed Warren. "Well, maybe I'll be a little bit nicer," she added stepping towards the two.

Smack! Willow stumbled back as Buffy's leg connected with her face. Buffy didn't give her much time to recover as she punched her hard in the face sending her flying a couple of feet away.

"I don't want to hurt you, Will," Buffy said sharply, looking at her friend fiercely, "but I will if I have to."

"Puh-lease," Willow scoffed getting to her feet effortlessly, not even winded, bruised or staggering, "if that was your best then you're not going to last a minute."

Damn, she's right, Buffy thought scathingly, the battle with the Phantom really took it out of me; I never even had time to recharge my batteries. I've been too busy chasing after these two dorks, I could stop...

"Oooo Spike," Willow sneered cruelly, eyeing Buffy closely as she stood there trying to hide her fatigue, "been a little horny with the vampire? Not by choice of course..."

"Shut up," Buffy snapped.

"On the rooftop, classy," Willow sneered looking at the rip in shirt, "good man, going for the goodies on the off." She glanced at the Xander who seemed to be trying to keep the memory out of his head. Dawn stood looking shocked at both Buffy and Xander hoping it wasn't true. "Mmmm, what's the matter Slayer? Didn't it do it for you?"

"Stop it!" Buffy cried leaping up and kicking Willow square in the chin knocking her up against the bookcase.

Willow leapt up cackling happily. "That's what I want, a bit of the old violence, come on let's get physical," Willow said strutting into a fighting stance. "Oh and Xand, you might wanna get the dweebs away, I don't them accidently dying in this climactic battle," she smirked cruelly at the two dorks, "I want them to be healthy when I kill them."

"Buff?" Xander asked keeping his eyes Willow as he waited for conformation.

"Do as she says, get them out of here," Buffy said keeping her eyes on Willow. She heard Xander and Dawn grab them nerds pulling them out of the door darting out of the door. "You got you wanted, it's just us two. Now can we talk?"

"I thought you wanted to fight," Willow pouted with mock disappointment.

"I said I don't want to, but I will if you wanna go on like this," Buffy said as they started to circle each other. "Now are you gonna give me a hand, I know you wanna fight me at my best."

"You know me so well," Willow sneered.

"Of course, you're my best friend," Buffy said tearfully as a warm sensation filled her, her muscles regaining the strength she needed and the bruises leaving her. She straightened up; regained turning into a fighting stance, "you ready."

"I have been for six years," Willow snapped coldly throwing a punch at Buffy. Buffy dodged it dropping to the ground sweeping her feet away. Willow dropped to the floor stopping a foot from the ground spinning in the air kicking Buffy in the face sending her flying across the floor.

Buffy skidded across the floor pressing her hand down pushing up wards flipping into the air landing gracefully ready for Willow. Willow floated up dropping on the ground straightening up facing Buffy. "Didn't think you could beat me without you powers?" Buffy quipped.

"Yeah, but you always fight your best when your backed into a corner," Willow said softly.

"We don't have to do this you know," Buffy said.

"Yes we do," Willow replied, "I'm itching for some violence. I think I'm even getting wood for it."

"You're really going to kill me?" Buffy asked knowing the answer. "Kill everyone who gets in your way. You keep doing this it will end bad for you. You'll lose everything. Everyone in the world will suffer if you let those magicks consume you."

Willow's nostrils flared and her eyes turned wild at Buffy's words as she zoomed towards Buffy punching her in the gut flicking her hand lifting her off her feet. "What do you care about this world? You've been wanting out since I brought you back."

"Not anymore," Buffy gasped as she felt her throat close up as Willow closed her hand. She flicked her leg up kicking Willow in the nose, grabbing her hair as she dropped to the floor slamming her head into her knee with earth shocking power. Willow stumbled back as Buffy leapt at her with a punch. Willow grabbing her fist and slamming her to the floor, raising her lightning covered hand ready to attack. Buffy kicked hard at Willow's stomach sending her up against the loft. She slammed against the metal grate crashing to the floor.

"So, you found something to live for?" Willow chuckled as she got to her feet, "or someone?"

"After everything that's happened," Buffy said, "Xander and Anya breaking up. You and Tara. Me and Spike. I've thought this world was worse than I remember that everything was hard and harsh, ready to hurt you and then the Phantom came and it killed Tara," she paused looking at Willow as she grit her teeth at the memory, "and my thoughts had been realised in that moment, life was unfair but when the Phantom had me cornered, all I could think of was you. How you were going to deal with this? How you would cope? And I didn't want to leave you. I wanted to stay; I wanted to be there for you. I wanted to see Dawn graduate from High School, I wanted to help her survive. Because that's what life is; surviving. You take the good with the bad and I've missed a lot of good this year."

Buffy closed her eyes smiling. A real smile. She couldn't wait to get home. To see Dawn again. See how she was doing in school. Make her breakfast. God, she was even looking forward to serving fat people in double meat palace. Her flickered up at the sound of clapping. She looked up at a disinterested Willow leaning in a bored manner clapping lamely as he black eyes looked mockingly at Buffy. "Oh what a rousing speech, you know maybe I'm going a bit too far," Willow said mockingly rolling her eyes as she thought about it, "sorry no dice, I'm still going to kill those two, then the billionaire, then the Phantom and I think Clark to finish off."

"Why?" Buffy cried her eyes widening at his name.

"Well, the billionaire and Clark were both hunting the phantom they brought it here," Willow replied as though it was obvious, "the other two they just piss me off."

"Willow you're lashing out, I understand the Phantom but your killing innocent people," Buffy cried desperately still ready in case she attacked.

"Don't start with all your high and mighty talk," Willow snapped coldly, "they all deserve to die," he eyes darted to a column near the counter, "and you can tell Anya to stop wasting her time with the counter-spells. They aren't going to take my powers away. The Magicks and me are one. Here," she said lifting her hand up at the column. Buffy turned to see Anya holding one of the books, her eyes wide with shock. How had she known? "Let me show you."

A white ball energy crackled in Willow's hand building into an ornate glowing form, crackling violently as she held it up. A cruel smile across her face. Buffy's eyes widened. "Will, don't do it!" Buffy shrieked at the look on her face, "Anya run!"

"Bye-Bye, hehe," she chuckled with mocked innocent the ball blasting from her hand rocketing toward the column.

BOOM! The column split in two as the ball shot through it, the entire counter area exploding sending a sea of debris crashing down on Anya. Frogspawn and herbs exploded from the shelves as the part of the room was decimated. Buffy looked on horrified at the pile of rubble lain on the floor. There was no sign of Anya anywhere. She was totally submerged. She turned slowly towards Willow, her mind unable to comprehend what had happened. How could she have done this?

"It was easy," Willow sneered coldly raising her hand to Buffy as she turned to her, a blue ball appearing at the palm of her hand. Exploded from her hand rocketing towards Buffy, it engulfed her vision, growing as it came nearer. It hit her square in the chest knocking her back slamming her into a bookshelf. "Now, you see there is no one with the power to stop me now."

Suddenly a huge blast of green light hit Willow sending her lying smacking her against the wall crashing to the floor. She growled surprised when she felt dropping down her head. She glared looking over to where the light came from to see-

Rupert Giles.

"I'd like to test that theory."


	23. The Return of Allies

-Chapter Twenty Three-

_The Returns of Allies_

He stood there as though he had never left and yet he looked so different. His hair had greyed a bit, yet still a bit, he still retained the slicked black hair that she remembered. The glasses that usually lay perched on his nose were gone showing the stern glare in all its reverence. It was the sort of glare that marked disappointment one Buffy had seen many times and had always felt a twinge of guilt when issued with it. But, today it was relief.

"Giles?" Buffy gasped with surprise and relief at the sight of her old Watcher.

"Uh-oh, daddy's home I'm in trouble now," Willow chuckled sarcastically.

"You have no idea," Giles said softly walking towards her as she went to sit up, "you have to stop now."

"I'm not done yet," Willow said a fake smile crossing her veined face as she shakily walked towards him.

"Yes, you are, now, sit down," he said flicking his lightly down causing Willow to drop to the floor.

"That's borrowed power," Willow chuckled knowingly, "won't do much against me. Anya didn't fare to well against me, what makes you think a _librarian_ will."

"Anya is fine, Willow," Giles said knowingly, "now stand down. I want to help you."

"I think I can kill a couple of geeks quite easily," Willow shrugged coldly, "I think you who needs the help though Giles. You want to help me? And yet I've killed Warren and I've killed your precious little Anya, how am I..."

"You haven't killed Anya," Giles replied holding up his hand to Willow, "she is fine."

"You weren't here when she went boom, Giles," Willow said excitedly and a little annoyed, her veins becoming more prominent with her annoyance, "you wouldn't have known to protect her with you magicks."

"I didn't have to do anything," Giles replied turning his head towards Anya at the sound of a small growling.

It was as Buffy turned that she saw it. The debris were shaking, moving, rocking up and down on the spot as though Anya was pushing it from underneath. But that was impossible, that blast would have knocked her out and she wouldn't have had much strength to lift it even with her strength. The huge slab of the ceiling lifted up higher and higher crashing to the ground against the wrecked counter and shelves revealing a stern looking Clark holding a groggy looking Anya in his arms.

"Sorry, I'm late," he said looking at Willow, "that shortcut was a nightmare."

"Sorry, spaceman is here," Willow chuckled coldly glaring at Clark, "the big hero, always trying to do right and yet bringing death and destruction everywhere."

"Willow if you do not stop all you shall bring will be death and destruction," Giles said ignoring Clark and anyone around him; there was only Willow. "and will end with everyone you love dead, including yourself."

"Will, listen to him I don't want to fight you," Buffy cried desperately to her friend.

"But, I'm so spoiled for choice," Willow said spinning on the spot her arms outstretched looking at the four of them. She came to a stop placing a finger to her lips looking excitedly, "now who to start with. Buffy," she said glancing at her friend, "we're were just getting going, good warm up but I want round 1 to start..."

"There shall be no fighting," began Giles but was cut off by Willow.

"Anya's out, how about you Clark, ready to complete that destiny of yours, save the world from a great evil," Willow said sarcastically.

"You don't have to fight people to save the world, Willow," Clark said trying desperately to reach out to her, "you know this isn't right..."

"Oh boo you whore," Willow snapped with annoyance, "how about you Giles? Remember the little spat we had, when you called me a rank, arrogant amateur," she watched as Giles watched her uneasily, "well, let's see if you can match me? Prove. Me. WRONG!"

Giles held his hands up blocking his face as a blast of wind shot from Willow's mouth blowing everything through the air like a tornado hitting the room. Giles flicked his hand the wind crashing through the air exploding the windows and crashing against the walls. Buffy dropped to ground guarding herself. Clark turned guarding Anya. They both turned as the wind stopped watching as Giles stood still ready and calm. Willow looked around at the wreckage nodding with mocked admiration.

"Quite the mess," Willow said nodding at the wreckage. "I think this might be fun."

"We are not going to fight," Giles said calmly.

"We'll fight," Willow hissed warningly, "whether you like it or not. Asmodea bring forth..."

"_Vincire_," Giles said gesturing at Willow a green energy band wrapping around Willow binding her around the torso. The energy holds her arms against her waist, wrapping tighter around her, the light growing brighter making Willow seem greener. She growled as she tried to wriggle out of her containment. Guiles flicked his wrist causing Willow's head to shoot backwards leaving her appearing unconscious. The green energy turns blue-grey colour as she is lifted a foot of the ground completely incapacitated.

"What did you do?" Buffy asked as she walked up besides Giles.

"Bound her powers and body," Giles said quietly watching Willow closely. Giles turned looking at Buffy for the first time, "you've cut your hair."

Buffy chuckled tearily, they were happy tears, tears of relief as she grabbed hold of Giles hugging him tightly. Anya excitedly pushing out of Clark's protective grip running over to Giles. "I coloured my hair," she said like a child wanting to be noticed in a rivalry sort of way. Giles chuckled pulling her into a hug.

Clark watched them closely. A sigh of relief at the sight of Giles. He glanced at Willow who seemed to be groggy yet still unconscious. Whatever Giles had done, it wasn't going to last.

The streets was quite, it didn't help Xander's unsettled stomach who marched down the deserted Sunnydale streets with two geeks following close behind and Dawn next to him.

"Where are we going?" she asked forcefully.

"No idea," Xander replied harshly, not to her; but to himself, "I can't even run away well. Something I'm always good at."

"Let's go back maybe we can help," Dawn said trying to think of something to do.

"Oh, yeah cos I'd be real help. I stand and watch as that Phantom kills Tara and stand around whilst Willow loses..."

"Well feeling sorry for yourself isn't going to help!" Dawn snapped annoyed watching Xander tried to pretend he hadn't heard, "you know Spike wouldn't run away, he'd go back and fight."

"Yeah if he wasn't trying to rape your sister," Xander said.

"What?"

"Forget it," Xander said shaking his head and continuing to walk down the street.

"I don't believe you," Dawn snapped.

"Fine, believe what you want," Xander snapped with annoyance.

"He wouldn't..."

"Is this a generic trait with Summers' women?" Xander said rounding on Dawn indignantly, "the only good thing Spike ever did was leave town, only this time I hope he doesn't come back."

He turned angrily storming down the street into the nowhere. He had no idea where he was going. All he knew was he had to do something.

"I came as soon as I heard," Giles said picking nervously at the practice dummy as they stood in the practice room all thinking the same thing; Willow. Clark leant against the wall as Buffy leant against the pommel horse. Anya sat lazily on the couch a pack of ice on her shoulders.

"The council?"

"No the council hasn't heard," Giles said softly, "there's a powerful coven of magic in Devon. They sense a dark power coming from Sunnydale."

"Willow," Anya groaned with a note of bitterness as she rubbed her shoulder.

"Buffy, what happened here?" Giles asked confused unable to wrap his head around the whole situation.

"It's my fault," Clark said guiltily.

"No its not," Buffy said softly.

"I brought the Phantom here," Clark replied stubbornly.

"This would have happened at any time, Clark," Buffy said looking at him understandingly. "We've all had a hard year."

"Willow has been abusing her magic," Giles said knowingly.

"I can't believe I missed it," Buffy chastised herself, "all those times I thought she was okay, I was..."

"With Spike," Clark said softly not looking at her.

"I didn't mean for you to walk in on that," Buffy said softly.

"I know," Clark said nodding, breathing and turning to her, "I'm glad you've found someone."

Buffy opened her mouth to speak but was interrupted by chortles of laughter as Giles suddenly broke apart laughing giddily at the two of them placing a hand over his mouth. "I'm sorry," he chuckled, exploding yet again leaving the three looking at him confused. Buffy chuckled lightly unable to contain the laughter. "You and Spike," Giles chortled, "is there anything else I've missed?"

CRASH! The ceiling of the practice room exploded, a patch of debris crashing to the floor, the whole room feeling as its rocking as a black figure dropped to the ground. It slammed to the ground a small crater exploding on the ground as it landed. Buffy's eyes widened as a sunlight shone through hole in the ceiling, revealing its face. Giles ceased laughing his stomach churning and his mouth dropping at the sight of the creature. Anya for once remained speechless every inch of her hurting she had no time to ask questions. Clark looked on at the creature, its skin white and cracked. He stepped forth looking at it shocked that it had found him. How had it found him?

Bizarro looked up at the four the sun shining on its face revealing its true deformed face. "I'm all better now," he looked around at the others, "I wanna fight."


	24. Willow's Rampage

-Chapter Twenty Four-

_Willow's Rampage_

"W-what is that?" Giles stuttered his eyes wide; if not for the fact he wasn't wearing them Buffy would guess he'd be cleaning his glasses nervously at that moment. Though, maybe not, as Giles seemed to be awestruck and frozen to the spot.

"The Phantom," Clark and Buffy said together both glaring at it, though Buffy's was much more intensely.

"Me all better now, me wanna fight," The Phantom snapped with childish defiance.

"You sure about that," Clark said looking at it closely, "you're not looking all that good. What's the matter use too much of your kryptonite energy destroying innocent people," Clark added darkly. Buffy stared at Clark, his blue eyes were stern and dangerous, something she had never seen and yet she could see pity within them. She looked confused, glancing at both the Clark and the Phantom. "Or does the sun give you sun burn," Clark added lifting his head up blasting shots of heat vision at the roof of the practise room blasting holes around the Phantom shining rays of sunshine through the room, like a golden ray cage keeping the Phantom in. The Phantom glared at Clark.

"This won't stop me," it growled stubbornly, "now, fight!"

"I'm sorry," Clark said softly surprising everyone in the room, including the Phantom.

"What you mean?" The Phantom replied its cracked face distorted into confusion.

"I'm sorry for what my people did to you," Clark said gravely stepping forward, "depriving you of and care and love. Maybe if that hadn't have happened you would have turned out a lot better."

"Clark..." Buffy began.

"You kill me then," The Phantom said confused, his eyebrow arching with its confusion.

"No," Clark said softly.

"NO!" Shrieked a cold high-pitched voice from the door. It ran a chill down Clark's spine, the whole room turned cold as it appeared. Everyone turned to the door to see her stood there. Her face was filled with rage, her black hair flaring in the air as she stared at the four people stood in the room, one particular trapped in its solar cage. "You won't kill it!"

"Willow..." Clark began stepping forth but an invisible force field smacked him against the wall as he did holding him up against the brick wall pinning him to it.

"_Vincire_," Giles said flicking his wrist to which nothing happened. Willow continued to glare at the creature.

"It killed Tara," Willow growled holding Clark pinned to the wall, "and you want it to live."

"This creature was twisted and experimented on at birth," Clark growled yet another force field left him helpless. "It isn't an animal Willow. It's a child. It always has been. A lonely angry child lashing out. I promise you I wasn't going to let it go unpunished."

Buffy looked up at Clark unable to fathom what Clark was talking about, this creature had killed hundreds of people, killed Tara, how could he make excuses for it and then she saw it. She looked it closely but saw it. The Phantom stood there. She had seen it so many times in Dawn. An angry child stomping its feet when it didn't get its way. What would a child do with those sort of powers if it had been deprived of everything her mother had given her? She thought unable to imagine such a thing, such a creature that could be deprived of such a thing.

"Well, that's okay then," Willow said sarcastically, "it brutally murders Tara but it's just a child so let's gloss over it and give it a time out." Willow lifted a hand at the Phantom, "well that doesn't do it for me," she said flicking her wrist at the whole in the roof, the light grew brighter but only in the one hole, like a laser beam shooting down at it.

"Willow, don't do this!" Clark growled as the light filled the room the sound of the Phantom's screams echoed through the room. They were ear piercing, high-pitched. They were Clark's. Buffy looked on hearing the screaming and looking at Clark as though making sure it was actually the Phantom that was dying.

"_Excudo_!" yelled Giles flicking his hand throwing the practice dummy at Willow knocking her off balance as she looked feverishly at the burning phantom. A cruel triumphant smile across her face.

The ray of sun light reverted back to normal showing a scorched and even more deformed Phantom. Its white skin is blackened and broken, chipping away as it crashes to the floor like a vampire it turned to dust. White dust crashing to the floor as it made its end.

"It's dead," Buffy said softly with some relief.

"Yippy!" Willow cackled climbing through the hole she'd been thrown through. A large pearly white smile gleaming across her cruel face. She glanced at Clark's stony face. "Oh don't be sad hero, you'll get your chance to save 'innocent' lives soon enough."

"What do you mean?" Clark asked sharply not liking this version of Willow at all at the moment.

Willow flicked her hand shimmering shapes appearing in the air revealing two shimmering images. Lex and the Geeks. "Two Targets both far apart from each other," Willow said, "one close by one a long way away in the land that time forgot. You seem to be think yourself the go-to-guy at choosing who gets to live and die. So," she said flicking her hand lightly and fluently creating two balls of fire. "Let's see who you'll chose; two cowering geeks who are wanted for murder or your former billionaire friend who has killed the one you love. You chose."

She lifted her hand the balls of fire shooting through the holes in the roof twisting in the day air and rocketing in opposite directions. "I'd go now if I was you," Willow sneered cruelly at Clark who glared at her angrily disappearing in a flash as he rocketed off in a red and blue blur. Willow turned to Buffy, "you know you should tottle on and run after him cos there might be a chance he misses and the ball hits I don't know... Dawn."

Buffy's heart stopped, she moved quickly keeping her eyes on Willow. Giles nodded for her to go, his nod spurring her to shoot out of the back door rocketing with all the speed her feet could take her.

Willow turned to Giles, who looked at her uneasily. "Willow, Don't do this," he pleaded holding up his hand looking fearfully at the injured Anya, not wanting a fight.

"Oh why not?" Willow pouted mockingly, "we were having fun." She flicked her hand a blue flame appearing in her palm, "come on, Rupert," she smiled sweetly, a cold sweetness, icy and filled with loathing, "let's play catch. Don't drop the baaaalllll! Yah!" She cried throwing the blue flame straight at Giles.

Clark could see it, flying through the sky like a rocket, he had chased a rocket before, well, a missile this however was completely different, despite him being faster than a speeding bullet zooming past every Sunnydalian stood frozen moving at a millisecond, the ball of fire didn't lose speed, it continued to rocket towards its victim. He looked back to see Buffy running after him, frozen but still keeping up in some way she was at least twenty feet away from him. The speed on this thing was amazing, Clark thought as he looked up. He pushed hard using everything he could to reach it as it passed over the entrance to the cemetery.

Xander slammed against the crypt door trying with all his might to break it down but without slayer strength he was useless; not like he wasn't already. "Ow," he groaned with as he hit into it yet again.

"Oh great hide a cemetery, that's you're great plan," Andrew groaned sarcastically as he looked fearfully around the cemetery, "she's going to find us here."

"You know I've had just about enough babysitting a bunch of social retards who don't appreciate..." Xander began angrily glaring at Andrew.

"Xander, what's that?" Dawn asked fearfully pointing a shaky hand at a bright fiery object in the sky. Xander turned to see a fiery ball rocketing towards them.

"Get down!" Clark shouted forcefully as he suddenly appeared in front of his large frame guarding them as he breathed in a gigantic amount of air. Xander pulled Dawn down to the ground it was then that he saw Buffy jumping across the graves towards the frozen Jonathon and Andrew leaping at them and pushing them down to the floor.

Clark blew hard, a cold whirlwind shooting from his mouth surrounding the fire ball as it rocketed towards him. He glared at it blowing harder as it slowed down yet still thundered towards him. Ice cracked across it yet cracked off within a second. The fire ball zoomed towards him shaking within the whirlwind slowing down; Clark blew harder as it faltered causing it to spin out of control flipping out of the whirlwind hurtling over them spinning out of control. Clark turned around stopping the cold air watching the ball closely in case it came back. It didn't. It spun flipping over the crypt exploding behind it, a mound of grass and soil flying through the air.

The aftershock of explosion caused the ground to explode from beneath them, Clark being the closest was thrown a few feet across the cemetery crashing on a tomb, it crumbled beneath his steel physique unable to take his hardened skin. The five others fell to the ground, Xander hitting his head on a headstone falling unconscious. The earth cracked from beneath them. Buffy got to her feet trying to get to Dawn, grabbing her sister's arm as she staggered beneath the quake.

Suddenly the earth gave way crumbling beneath them causing them to fall down slamming down on the dirt floor beneath in a hole twenty feet high. Buffy groaned in pain looking up as a sword dropped down towards her. She rolled out of the way just in time causing it to stab into the ground another dropping next to it.

"Buffy?" came Clark's concerned voice from above, the two of them looked up, "you okay? How's Dawn?"

"We're fine," Dawn shouted up, "thanks for the minty fresh save."

"Where's Xander?" Buffy shouted up.

"He's knocked out," Clark replied, "he's fine, I just X-rayed him just a bruise on the head. He should wake up in a minute or two."

"Good, now go," Buffy cried hurriedly.

"What?" Dawn cried aghast, "what about..."

"The other one is still heading for Smallville," Buffy cried, "you have to stop it. Don't worry about us."

"Okay, stay here, I'll be back as soon as I can," Clark replied.

"Oh yeah where else are we going to go," Dawn groaned sarcastically as she rubbed her sore back.

Clark chuckled at Dawn as he looked up to the two geeks glancing over to Xander. "Look after him," he said nodding to them before zooming off in a red blue blur.

"Wow," Jonathon and Andrew breathed in awe. Their eyes twinkled with awe.

"Warrior Angel," Andrew gulped tearily.

There was a pause between the two. "So," Jonathon said cutting the silence, "Mexico?"

They both nodded running off in the distance leaving the unconscious Xander alone and the two girls holed up in the hole.

"You're such a hypocrite," Willow said shaking her head as she paced up and down playing with her fingers, "waltzing in here with your borrowed magic, to tell me what? Magic's bad? Behave? Be a _good girl_? I don't think you're in any position to tell me anything, do you?"

She looked up smiling at Giles as he lay held up against the ceiling pinned against it groaning in pain from the force. Battered and beaten, he matches the entire shop; the entire shop was near destroyed from the battle. Books lay thrown across the floor with the shelves they once perched on. Willow glares at him scornfully. "I used to think you knew all the answers," Willow hissed scornfully, "I was wrong, you were jealous of me, jealous my power."

"_Incurso_!" Giles gasped a green energy shooting from his mouth hitting Willow in the face causing Giles to crash to the ground.

"That was rude... I've forgotten what I was saying now," Willow gasped offended as she wiped the energy from her face.

"Willow... all that power... you're expending too much of your powers to maintain it... you have to stop," Giles panted lifting up in pain.

"Oh, god how to shut you up," Willow groaned rolling her eyes, "I know," she smirked lifting her hand up smiling greedily at Giles, "time for a little pick me up," she growled hungrily jamming her hand into his chest. A orange glow emitting pulsing through Willow's arm as Giles groaned in pain his eyes rolling back into his head as magic flew around the room creating a tornado around the two of them. The magic whirlwind shooting up into Willow causing her to stagger back. "Whoa... whoa this is amazing... no one's ever had so much power I can feel it... I-I- can feel it... I can feel e-everything... my god..."

"Willow please... just stop..." Giles groaned as he lay sprawled on the floor using all his strength to lift his head.

"You poor bastards... I-I can stop it... Stop it all..." Willow gasped straightening up regaining her composure a dark look of purpose on her face, "I'll end it all," she said darkly floating in the air, "your suffering shall end soon enough."

"No..." Giles pleaded weakly closing his eyes as a flash of light appeared around Willow flashing violent exploding as she disappeared leaving Giles beaten and unable to move in the wreckage of their battle. My god, Giles thought; please don't let her do it.


	25. The End of the World Again

-Chapter Twenty Five-

_The End of the World... Again_

It shot through the sky like a meteor, except it had a target and again, it was Smallville. Clark pushed hard running trying to keep up with it. It rocketed away picking up going like a blur leaving a fiery trail. It was taking everything Clark had to keep up with it. Now, he thought kicking off from the ground leaping in the air swiping at it trying to grab it, his fingers gazing the flames as he dropped back to the ground.

This isn't going to work, Clark growled inwardly as he slammed to the ground looking up to see the flame rocketing away, I lose too much speed if I jump and I won't be able to control it if catch up to it and just jump. I'll have to do. I'll have to fly.

Clark sighed unsure what to do exactly, but he had a fair idea. He kicked off from the ground darting down the road trying to pick up speed, like an aeroplane. He knew this wasn't how Kal-El had done it, but if he was going to do this he was going to do this his way. He pushed hard against himself thundering down the road the speed being incredible he was going faster than he'd ever done before.

"NOW!"

He kicked off. Rocketing into the air, the cool air beating against his skin. His eyes were closed tight as he hoped against hope. Let me fly, he wished, he could feel himself going higher and higher until-

He stopped.

Clark opened his eyes. His eyes widening at the sight he saw. He had stopped. He was hovering mid-air. Oh my god, Clark gasped fearfully in his hand.

Suddenly, he felt whatever was holding him disappearing dropping through the air. Clark's eyes widened as he dropped thousands of feet, his body flailing in the harsh thunderous wind.

Fly, fly, FLY! Clark repeated in his head as he dropped further and further to the ground. He closed his eyes as he saw the ground coming closer expecting to feel the hard crushing feeling of the ground in which he will smash into. He'd live... but he knew it would hurt.

And then he stopped. He didn't feel anything. That's strange. I should feel something, Clark thought, he opened his eyes slowly to see the ground, it wasn't cracked beneath him, crushed or pressing into his face. In fact it was nowhere near him. He looked down his shadow stretched across the ground a foot below him as he laid in mid-air his arms outstretched. He looked his body over in amazement more so than he did before. He was floating. He'd done it.

He pushed back his whole body straightening up as he continued to float. His whole thought on just staying still not falling. He wanted to fly. He needed to fly. He was flying. HE WAS FLYING! He thought excitedly. He turned to where the fireball was heading. A new sense of determination in his eyes; he was ready. Time to fly. He kicked off from the air as though it were the ground. Rocketing in the air moving his chest down to straighten up kicking off again shooting off like a red and blue blur into the sky. Faster than a speeding bullet. It was like super speed; only free. It was like he'd been doing it for years. He held his hands out in front of him wanting to feel the air in his hands. He didn't know how he went faster all he knew was that he just had to think it. He had to command his entire to body to break through the laws of gravity and sound. He felt free.

Xander's eyes opened weakly as he regained consciousness, a throbbing pain at the top of his head. He winced as he got to his feet the cold air hitting the cut on his head. He placed a steady hand on the grave he laid next to pushing himself to his feet. Where was everyone? He thought looking around to the empty cemetery.

"Buffy are you okay?" he heard Dawn shriek at the sound of a thud.

"I'm fine," Buffy groaned from below, Xander turning to see a deep hole next to where he stood.

"Hello?" Xander called down the hole, kneeling down to look into it.

"Xander?" Buffy called looking up to Xander, Dawn stood next to her, "are okay? Is Andrew and Jonathon there?"

"Yeah I'm okay," Xander called down, "they must have skedaddled when I was knocked out. Weasels," he added with a note of distain.

"Xander, you need to get some rope to pull us out," Buffy called back. "Look around and hurry before..." She is cut off as suddenly Anya appears out of nowhere, shimmering into the dark hole. "Anya? What are you doing here? Is Giles okay?"

"Giles is back?" Dawn exclaimed.

"Not now," Buffy snapped irritably. "Did he stop Willow?"

"No and things just got a lot worse," Anya replied nervously.

"How?"

Xander gulped looking down on the scene listening intently.

"End of the world worse," Anya said urgently, "Willow's going to destroy it."

"She can do that?" Dawn gasped.

"Where she's going she can," Anya replied.

"Where?" Buffy asked darkly.

"An Old Satanic Temple," Anya gulped nervously, "Kingman's Bluff?"

Kingsman's Bluff. She was here. Willow looked around the deserted stretch of land. Time to end it all, she thought lifting her hands out at a spot not too far from her. The earth began to crack, crumbling as something rose from the ground. A huge steeple rose, gargoyles decorating its surface, a snake-haired woman carved against it, her mouth open and her snake tongue stuck out, a snake wrapped around her. At the top of the steeple is a pentacle topped by a trident. Its grotesque, just like life, Willow thought as she continued to lift it from the ground.

"Prosperpexa? Who's she?" Buffy asked confused and yet with urgency as she needed to get all the information.

"She was big in the hierarchy of demons, her follows believed using her effigy would destroy the world but the temple was buried by an earthquake," Anya said urgently, "if Willow uses it the world will burn."

"Well get me out of here," Buffy cried indignantly, "I have to stop her."

"You can't," Anya replied sadly shaking her head, "none of us can. No magical or supernatural being can stop her... I'm not sure what it means, Giles wasn't clear... I-I should go back..." she added nervously.

"Anya what's going on?" Buffy asked noting her nervousness, a pang hitting her stomach. She didn't like it.

"I don't think he's got a lot of time left," Anya replied nervously fidgeting before disappearing.

There was silence between the two sisters.

"M-Maybe, Clark could..." Dawn began.

"He's supernatural," Buffy replied dismally, "despite being alien his powers are abnormal..." can't think like that she thought looking upwards, "Xander! Do you have that rope? Xander?"

Clark rocketed through the sky; cities and towns blurring past him as he shoots past them in a blink in an eye. Despite all the urgency he was enjoying flying. He still had his arms out in front of him touching the air. He threw them back as though pushing him faster, propelling faster towards the fireball. He could see it in the distance, thundering through the sky towards-

Smallville. His home.

He could see it and see where it was heading. Smallville Medical Centre. He pushed hard rocketing forward gaining on the fireball.

"Why even bother? Giles already said you can't stop her," Dawn said dismally as Buffy fell again, dropping to the ground again after trying to climb out of the pit.

"If you think I'm going to sit and let Willow destroy the world," Buffy snapped, "I've worked too hard to protect it."

"Always the Slayer," Willow's voice appeared. Buffy spun around expecting to see but all there was was her voice, "right to the last. You are a true warrior. Always fighting. Never giving up even when the end is near."

"Willow just stop and think," Buffy called to nothing.

"You should have a warrior's death," Willow continued ignoring Buffy, "I was the one who took you out of this world... well, now the world wants you back."

The ground shook beneath Buffy and Dawn's feet, the walls exploding as creatures leapt out of them grotesque and deformed. They wriggle out of the walls turning to Buffy and Dawn hungrily ready to attack. Buffy's eyes widen as they move forward. Over the past few years she'd been able to counter enemies fairly quickly and right now she was surrounded. There were at least ten of them. She grabbed the swords quickly throwing one at Dawn, who catches it gingerly.

"I'm going to need your help fighting these guys," Buffy said placing a hand on her sister's shoulder, "you ready?"

"Yes," Dawn said worriedly yet still determined raising the sword.

"Proserpexa... cleansing fires from the depth burn away the suffering souls and bring bitter sweet death," Willow chanted holding her hands up at the statue lightning crackling around her. A look of determination within her dark eyes. The ground shook violently around her as suddenly green energy shot from her hands hitting the statue, pulsing through it. The end is near, Willow thought through the thunderous earthquake as the magic pulsed through the statue of Proserpexa.

Buffy sliced at the heads of creatures, kicking and punching them down, stabbing at them as the lay ignoring the shaking of the ground. It shook violently but she didn't let it falter her. She kept her eye on Dawn as she hacked at the creatures too. They were surrounded. The Earth was ending she could feel it. Willow, she thought as she kicked one of the creature's head off, please stop.

Screams echoed throughout the Smallville Medical centre as the earth shook. Doctors ran around as patients tried to escape. "Everyone to the emergency exits!" yelled one of the doctors, "everyone out!"

"Lex! Lex!" yelled Lionel pushing past people staggering as the whole building shook.

"Lionel, you have to get out here," Jonn ordered grabbing his arm, "I shall get your son to safety as well as everyone."

"This earthquake? What's causing this?" Lionel asked looking around confused, "The Phantom?"

"I cannot sense the Phantom anywhere," Jonn replied, "It is destroyed. It is the witch... I sense anger, pain, hate... and love... there may be hope."

"Where's Clark?" Lionel asked looking around as he saw Lois helping a weak Chloe out of her room.

"Smallville was meant to be looking after Chloe," Lois snapped, "last time I ever..." she stopped looking ahead at the window, she something. Something that made her shake to her very core. "My god, what is that?"

Lionel and Jonn turned to see it coming straight towards them. A great ball of fire.

Clark rocketed forward zipping past the fire ball, feeling its heat burning against his flesh. He spun around in front of it holding out his hands readying himself. He hoped this work. The fireball slammed into his hands, he gripped it hard growling through gritted teeth as his hands began to sizzle from the beat, the force of the fireball so great it pushed him backwards. He glanced over his shoulder as he pushed backwards to see the medical centre coming near. No, he thought, can't give up, gotta stop it, can't...

Willow held her hands out shooting blasts of energy at the statue. She felt a swell of joy as she felt it nearing an end. She was going to end it all. Suddenly, the flow is interrupted as Xander appears in front of the statue.

"Hey dark eyed girl," Xander joked, "whatcha doin?"

"Get out of here Xander," Willow snapped.

"Sorry don't think so, we haven't had much time to talk," Xander said shaking his head, "I mean I know I'm not uber-witch but I bet I can talk you too submission."

"Get out of my way. Now!" Willow shrieked throwing a blast of energy at Xander knocking him against the statue and to the floor continuing the flow on to the statue.

"It's not over," Giles said softly, a small smile on his face as lay in Anya's arms.

"Giles, what's happening?" Anya cried anxiously.

"Xander," Giles breathed softly.

Clark pushed hard as the fireball pushed harder, harder towards the medical centre. No, No, No, Clark thought as he came nearer and nearer.

Buffy sliced hard at the yet another creature looking over as Dawn is fighting a monster backed at a corner. "Dawn I'm coming!" She cried running over to her, her eyes widening with surprise as Dawn punched at the creature knocking it back and slicing it in half.

Dawn looked at Buffy a tiny smile on her face. "You think I'd never watched fight before?" Dawn asked weakly. Buffy smiled but there moments of joy ends as more creatures explode through the walls. "They're still coming."

"Then we keep stabbing!" Buffy cried holding her sword up nodding at Dawn, who nodded at her, both girls sharing the same look of determination as they turned to the creatures. Ready. Ready to keep fighting.

"You can't stop this," Willow growled as yet again Xander stood between the statue and her energy interrupting it again.

"I know, but where else am I gonna be?" Xander shrugged stepping forward towards her, "end of the world? I wanna be with my best friend? I know you doing something stupid; I know you're in pain. I can't imagine that kind of pain. But hey, who cares? You my best friend Will... I'll always wanna hang out with you. Even when it's an Earth Barbeque on the cards."

"Shut up," Willow snapped angrily.

"First day of kindergarten, you broke a crayon and you cried because you were too scared to tell anyone," Xander said holding out his hand to her, "kind of a step up now with this end of the world thing. But yeah," he shrugged, "I love you. I still love you. I love crayon-breaking Willow and I love scary veiny Willow."

Clark pushed hard feeling the fireball falling back but still pushing back. He glanced back to see the hospital getting closer. It's now or never gotta stop it, he cried in his head using all his strength pushing hard, gripped the ball of flame tighter, his very skin sizzling, burning as he did, he could feel it blistering as he did this. He growled through the pain moving his legs back as though pushing into the air as a sort of grip to stop himself, pushing hard into flame ball flinging it up into the air with all its might. He stopped looking up to see the ball of fire fly up into the sky higher and higher until it turned into an orange dot exploding thousands of feet away.

Thank god, Clark thought glancing back to see himself a foot away from the hospital. He could see the Earth shaking. The People screaming.

_Go Kal-El, I shall protect these people_, came Jonn's voice in his head, he looked down to see a red blur zip through Smallville nodding himself kicking off from the air disappearing in a red and blur unaware of who had seen the miraculous save.

Lex Luthor looked on in shock at what he had just seen. "Clark?" he questioned unable to believe his eyes.

"You think I won't kill you?" Willow spat upset.

"Doesn't matter," Xander replied, "I still love you."

Willow flicks her arm slicing Xander's face. He stumbled turning back to her.

"I love you," he said raising his hand up to her. She looked at it nervously.

She slashed him again causing him to fall to his knees in pain. He got up weakly panting, shaking, but still getting up.

"I love you, Willow," he said shakily, panting as he got closer.

"Shut up!" she cried throwing a blast of green energy at him. It hardly affected him, he stumbled, carrying on. He looks at her closely as tears start to stream down her face.

"I love you," he repeated.

"Shut up!" Willow cried tearfully, tears streaming down her face. She didn't hit with energy she just punched him as he gets close to him, beating his chest hard and uncontrollably. He took it holding her tightly. She fell to her knees crying hard Xander holding her closely as she sobs.

"I love you," he repeated holding her tightly letting her sob in his arms. The veins disappearing from her face and the blackness of her hair returning to red.

Buffy and Dawn lunge at the creatures, stopping as they suddenly stop still crumbling back into the dirt. "What happened?" Dawn asked confused holding her sword still ready.

Buffy dropped the sword with relief looking up at the sky as the sun continued to shine through. Thank god, Buffy thought, I'm alive. We're alive.


	26. The Aftermath

-Chapter Twenty Six-

_The Aftermath_

Anya looked around the shop, it looked even more like it had been hit by an earthquake and yet it had been hit something much worse. And yet the earth was not shaking, it's stopped. "Giles?" Anya said shaking the unconscious Giles, "we're alive."

"Willow has been stopped," Giles replied weakly.

"So, she's..." Anya asked sheepishly.

"No, she's alive," Giles croaked, "The magic she took from me did what I wanted it to do... it tapped into her humanity helping her to feel again. It allowed Xander to reach out to her."

"Xander?" Anya exclaimed surprised.

"Yes, he saved us all," Giles replied smiling weakly.

Anya looked at him shocked. Pride suddenly bumbled into her and at that moment she couldn't help but smile. That idiot finally did something right, she thought.

"I think it's over," Dawn said looking around as Buffy walked slowly through the hole looking around. Buffy leant against a coffin sticking out of the wall of the hole, shaking. Dawn turned to find her sobbing, "sorry to disappoint you," she added sarcastically. Buffy turned scowling at her, "wait, are those happy tears."

"Of course they're happy tears you dummy," Buffy snapped tearfully a lump in her throat. "Like I'd want the world to end."

"Well don't you?" Dawn replied with uncertainly.

Buffy looked up at her eyes stained with tears. She looked at her sister with dismay realising what she had done all this year, pushing everyone away, making her feel unwanted. In away Willow going off the deep end had been her fault, maybe she'd thought someone was there for her she would have coped better. "I'm sorry," Buffy sniffed wiping the tears from her eyes sighing with relief, "things have really sucked lately, I've felt so down all this year trying to find ways to feel like I was alive..."

"Yeah don't need to see you and Spike together thank you," Dawn cringed.

"Me neither," Buffy cringed also at the thought of Spike. She stood up blocking any thoughts of the perocide prick, "but I should have realised the only thing that I should make me feel alive is seeing you grow up."

Dawn swallowed trying to hold back tears as her sister moved closer. "Jeez, what's with the hallmark stuff," Dawn joked.

"I could be moody again if you want," Buffy warned jokingly.

"What's the difference?" Dawn quipped looking around the hole, "can we leave the hug for a more homey look?"

"Right," Buffy croaked tearily chuckling, "I'll make non-double meat food."

"Good," Dawn chuckled wiping a tear from her eye, "one question: How are we going to get out of here?"

"Maybe, I can help?" came a voice from above them. The two girls looked up to see something they never thought they'd see and by god they were glad to see it. Clark floated down the hole looking a little worse for wear like them, his hair was messed up as though he'd been sat by a fan all day most of it being sizzled, a large burn hole could be seen on his blue t-shirt, the cuffs of his red jacket were burn and tattered matching his hands that although no longer had the blistered look it did before was still rough and burnt though healing slowly. He dropped lightly to the ground looking at the two of them who stared at him open mouthed.

"Since when could you fly?" Dawn exclaimed looking at him awestruck.

"About half an hour ago," Clark replied.

"Is this some strange alien thing?" Dawn asked anxiously.

"No, I think you can do it as well," Clark replied sarcastically.

Dawn opened her mouth to retort a snarky comeback was interrupted by Buffy throwing her arms around him and kissing him intently, pressing her lips hard into his. Clark's eyes widened with surprise unable to realise what she was doing, his hands involuntarily moving to her waist as he held her close, closing his eyes as he kissed her back.

"Oh yeah don't mind me," Dawn groaned with mocked disgust. "Can we go now?"

Buffy parted from Clark looking sheepish as she did, embarrassed, but unlike you-know-who; it wasn't mixed with disgust more happiness. She was glad. Clark glanced at her smiling she could sense him trying not to make it broader than he wanted. Buffy nudged him, "come on Superman. Let's fly."

"Okay," Clark said chuckling lightly at the 'Superman' comment, "grab hold of me."

"Oh like you weren't looking forward to that," Dawn mumbled sarcastically as Buffy into grab hold of Clark.

"Erm... is this safe?" Buffy asked nervously moving her arms away from Clark's neck.

"Yeah," Clark said grabbing hold of the two of them, "I mean I fell once, but don't worry I won't be going more than a hundred feet up."

"Oh well that's a relief," Dawn squeaked as they ascended upwards leaving the ground. Clark smiled gripping Buffy tighter as he saw her grab closer as they left the ground. She looked up at him to see him give her a reassuring smile; she nodded weakly holding tight looking at Dawn who gave a scrutinising look, which disappeared as soon as Clark picked up speed shooting up into the sky. Both girls screamed.

"Sorry," Clark stuttered as he stood at least fifty feet above the graveyard, "I'm still getting used to the speed thing. I'll drop you off at the Magic box?"

"Don't say drop," Buffy snapped fearfully as she took a chance and looked down at the ground. Clark kicked off flying gently through the Sunnydale sky, holding both girls close with both of them gripping his neck tightly. He'll have to work on carrying people, he thought to himself.

Lex stood in his mansion staring out through the stain glass window of his study. The red and purple colours shone against him as the sun shone through the panes, it baptised him. He had nearly died. He had nearly died again. He now knew why he had been brought back. That earthquake, it had shook the entire world, something was attacking them. Something was warning them. He saw it fiery its explosions up in the air, watching as people cry out for help and leaving them to die. He had seen it, he had known it. He thought of it as a friend once. He was wrong. It had always stood there self righteous and in the end it was just as ruthless as the rest of them.

"Lex," came his father's voice from the door. He rolled his eyes noting his father's 'mocked' concern. He turned to face his father. "I heard you discharged yourself."

"Come to make sure I was in one piece," Lex replied snidely.

"Wouldn't be your father if I didn't," Lionel chuckled back walking towards him.

"Actually you would," Lex replied, smiling coldly, "was there something you want?"

"Well, I was hoping that due to your recent attack you maybe discontinuing your 33.1 experiments," Lionel said his arms behind his back as he poked at the fire not looking at Lex.

"No, my recent attack has made me see just how important it is to be ready for these threats," Lex said with a fierce determined look in his eyes.

"And was Lana a threat?" Lionel asked sternly standing up and looking at Lex closely.

"The police have caught my wife's killer," Lex said walking around his desk, "a disgruntled employee whom was fired a year ago."

"Yes, quite the corporate statement," Lionel replied harshly, "it reeks of heartbreak and love."

"Like you at mom's funeral," Lex replied coldly, "surrounded by all your friends and family with a little corner of the friends who still remained. Guess I learnt from the best."

"I loved your mother very much," Lionel snapped coldly.

"And I loved Lana," Lex cried, "didn't stop you forcing her to leave me as well."

"You're mother didn't leave you lex?" Lionel cried.

Lex ignored him. "Have you seen Clark?"

"Clark? He's in Sunnydale visiting friends I believe," Lionel replied with uncertainity. "Why?"

"That 'fireball' that attacked the hospital," Lex began.

"Yes, some sort of failed missile was diverted at the last minute," Lionel replied nodding surveying Lex Luthor.

"So the papers have speculated," Lex said disbelieving.

"I suppose you have a _rousing_ suspicion," Lionel replied sarcastically.

"Yes, I do," Lex said walking towards the door passing Lionel, "make sure to tell Clark I hope he enjoyed his trip."


	27. Leaving Parties

-Chapter Twenty Seven-

_Leaving Parties_

Three days had passed since the _end of the world_, Willow hadn't left her room. The Scoobies had left food outside her door wanting to give her her space, Xander had tried talking to her a few times, and they all did. Even Clark, whom had been spending a lot of time at the Summers' house helping Xander fix it up.

"Why don't you do it at super speed?" Buffy asked curiously as Clark hammered the window frame into place.

"It's too light out to do it without anyone noticing," Clark replied, "plus I don't want to steal Xander's thunder."

"Hey no problemo CK, go super speed all you like," Xander joked turning as Giles walked down the stairs, his jokey manner turning serious at once. "How is she?"

"She's agreed to go," Giles replied gently still limping from his injuries given to him by Willow. It had been yesterday that Giles had put forth the idea of taking Willow back to England with him to live with the coven he lived within Devon. He believed they may be able to help her get back on her feet; also Clark suspected he believed Willow needed time alone more than anything.

"You think this will work?" Buffy asked sheepishly with concern.

"It should do," Giles nodded, "it was the head of coven's intention to do such a thing. Though they've never met a power such as Willow's..."

"It'll work," Clark said at once.

"It will take some time to see," Giles replied.

"When do you leave?" Dawn asked sadly not wanting either Giles or Willow to go.

"Tomorrow," he stuttered.

"Can we say goodbye?" Dawn asked gingerly.

"She's not ready to see any of you," Giles said gently, "it took me a while for her to open the door to me."

"We'll see her when she gets back," Buffy said pointedly. There was a moments silence before Buffy broke it again, "are you staying for dinner?" she asked Clark.

"No, I have to meet with Lionel," Clark said with a stern look, "he thinks Lex knows my secret."

"What?" Giles gasped in horror. "How?"

"He saw me flying when I stopped the fireball," Clark said chastising himself for being so careless. His nemesis knowing his secret, not very smart. It was strange calling Lex his nemesis, but then killing Lana was the last straw, he'd washed his hands of him. "I have to find a way to keep my secret from him..."

"Or he'll spike your farm with kryptonite goodness," Buffy nodded understandably.

"Why bother?" Xander asked confused, "I mean you're leaving soon, so it's not like he..."

"What?" Buffy gasped looking at Clark wide eyed.

"I hadn't told her yet," Clark mumbled to Xander.

"Told me what?" Buffy cried, she didn't know what to think. Clark leaving. Why hadn't he told her? I mean they had been... okay they hadn't said anything, but it had been implied that they were going to try it out with each other.

"I have to go and finish my training with Jor-El," Clark said guiltily realising he should have told her sooner though he was waiting for the right moment and the past few days had been hectic. "I'd planned to do so once all the Phantoms had been captured and..."

"Now they all are," Buffy replied knowingly feeling her eyes swimming and watering.

"Yeah and I have to go," Clark said, "my father sent me here for a purpose..."

"Hey I know all about purpose," Buffy said softly. "How long will it take?"

"I don't know," Clark replied, "I'm downloading the knowledge of 26 galaxies I'm not sure how long that will take. But I'll be back I promise."

"When are you leaving?" Buffy asked.

"End of the week," Clark replied, "I need to sort out the farm and say goodbye to everyone."

"Well don't let me keep you," Buffy said harshly leaving the room to the kitchen.

Clark stepped forward. "Perhaps you should give her some space," Xander said placing a hand on his shoulder, "we've already fixed the house."

Clark nodded. "You going to be okay finishing off here?" he asked.

"I did okay before you came along Superboy," Xander scoffed sarcastically, Clark smiled shaking his hand.

"I'll try and come around tonight," Clark said looking over at the kitchen zooming out of the house in a blur.

"They don't make it easy on each other these two," Dawn groaned.

"No they don't," Giles chuckled lightly.

"I heard that," Buffy called from the kitchen.

Clark stood looking out at the loft of the barn at the sunset, he was waiting. He knew he was coming. He turned as he walked up the steps. "What are you doing here?" Clark asked.

"To offer my condolences," Lex shrugged, "though I feel you should be the one receiving it," Clark remained silent, "despite whatever happened between us Clark we both loved Lana."

"Surprising how the people you love end up being betrayed," Clark replied harshly.

"I know you're hurting Clark," Lex said holding back his anger as the bastard looked back at him with his usual self-righteous look. He clenched his hand feeling the ring around his finger, knowing his time was soon. Soon he would be exposed. "I am too. I know things have been rocky between us. A lot of it being partially my fault. We both need each other at this time."

He held out his hand, the ring around his finger waiting to be grasped, its green stone presenting itself on the ring. "What do you say? Truce?" Lex asked approachingly, daring him to take his hand.

Clark nodded taking his hand. "Truce," he said shaking his hand, clasping his hand against Lex's, against the ring and to Lex's horror. Nothing happened. His eyes widened looking at the ring and at the unfazed Clark.

"What have you done?" he growled enticed.

"What are you talking about?" Clark replied confused.

"Why isn't it affecting you?" Lex snarled raising the ring up to Clark's face.

"Lex?"

"This ring should have brought you to your knees!" Lex snapped furiously, "I saw you. You flew by my hospital window throwing a ball of fire in the air."

"Lex, you've had an accident," Clark said calmly looking at Lex closely.

Lex stared at him enticed his nostrils flaring looking ready to kill. "You tricked me," he snapped, "I know your secret Clark. I know that was you outside of my window and I will expose you."

He turned storming out of the barn his blood bubbling inside him, boiling, he felt like he could kill. He stared at the ring. The ring should have worked. He trick him, he knew it. He did what he always did, brushed it off tried to make it seem like it was his fault. He turned to his Porsche glancing up as he opened the car door. His eyes widened as he saw it, it was him, and he was flying. Clark, he could see him in the sky at least fifty feet upwards, he was so far but he could see the familiar red and blur attire.

"Looks like you found your saviour," came a voice behind Lex making his entire body freeze. He turned slowly to see Clark walking out of the barn, the red and blue blur still flying over head. They looked up at it. Lex turned back to Clark to verify what he was looking at, "now get off my property."

Lex glared at him climbing into his car and driving wildly down the driveway wanting to get as far away from that hick farmer as he could. With all his lie. His tricks. He knew he was right. He knew it and one day; he would prove it. And yet doubt crawled through his mind; had he been wrong? How could he be in two places at once? No, he couldn't be wrong he thought.

"Do you think he bought it?" Clark asked dropping down from the sky next to the other Clark.

"There is doubt but yes I believe he did," replied Clark his face shifting as he turned into Jonn Jonnz. "He knows you hold a secret but he is unsure as to what it is, but he will find out one day if you are not careful."

"Yeah, I'm thinking I might need a disguise," Clark replied.

"I suggest something mild-mannered," Jonn joked holding out a hand to Clark, "it has been an honour to meet you Kal-El. You are everything your father was and more. I hope to see you again."

"Where will you go?" Clark asked.

"To help your 'Justice League'," Jonn replied, "but I have been an outsider to this world for too long... it is time I learn the ways of this world myself."

"Good luck," Clark said shaking his hand.

"You too," Jonn replied turning and rocketing into the air in a red blur leaving Clark looking up at his mysterious Martian friend. His favourite Martian.

Next four days flew by as if they had been nothing and soon the time was coming for Clark to leave. He had everything sorted with the farm, his neighbour Ben Hubbard was going to be taking care of the farm in his absence. He was a good man, Clark thought, his father had always spoke very highly with him. Clark hadn't spoke to Oliver or the 'Justice League', he knew Jonn would explain everything, probably had already.

Giles had left for England three days before with Willow, he had left early in the morning so no one would see them; it was what Willow wanted. Before leaving Giles had took it upon himself to have a talk with Clark.

"You are serious about going?" Giles asked the night before he left.

"Yes, I have to," Clark replied. "You of all people should know that."

"Yes I do," Giles nodded understandably, "Swann summarised that you may have to go through some rite of passage, I guess now is the time for you to do it."

"I should have told her," Clark mumbled guiltily as he saw Buffy over his shoulder, he had comeback for dinner, though it had been a very icy dinner with Buffy sending him death glares with every bite of her food. It was scary how vicious she ate when she was angry.

"Yes," Giles replied as though it was the obvious answer, "though I do believe saying goodbye is one of the hardest things we can do... I always tend to try and slip away."

It was then that Clark realised it wasn't just Willow's idea to go whilst no one was awake; it was Giles. Despite having a life in England now, Clark sensed it was harder for him to go back there again now that he's returned to the people he cares for.

He was right though, saying goodbye was hard. He thought that as he stood at the edge of Lana's grave next to Chloe and Lois. The priest gave the usual proceedings. This wasn't were she would have wanted to have been buried, alone and surrounded by Lex's friends. She should be buried by her parents; no doubt this was a sort of revenge for Lex, taking away he last wishes as well as her life. Clark looked up at Lex as he looked down solemnly at the hole in the ground, with Lana's coffin inside. Lex glared as he saw Clark watching him. The hole in front of them split them apart, they were so far apart now and there was no way of getting back to where they were. Everything had changed. As soon as I'm back, Clark thought looking down at Lana, I will stop him... I promise. Goodbye Lana.

That had been two days ago, Lex had organised the funeral fairly quickly hence why it was only his friends that came, with Chloe, Lois and Clark the exception. It seemed Lois and Chloe had made the same promise to Lana. "Maybe you too should slow down a bit," Clark said once they told him this, "I mean I'm not going to be around to save you guys am I?"

"And what about you Smallville?" Lois scoffed, "who's going to be saving you whilst your falling down sand dunes?"

Lois obviously referring to the excuse Clark had given her, stating that he was travelling around the world. "Well I'm sure I can take care of myself," Clark replied.

"When do you leave?" Chloe asked tearfully.

"Tomorrow," Clark replied softly.

"You going to visit the Scoobies?" Chloe asked knowingly.

"Just to say goodbye," Clark said, "I doubt I'll be seeing them for a while."

"Well good luck Smallville," Lois said abruptly grabbing hold of him and hugging him, "be safe," she whispered in his ear and Clark distinctly heard her voice crack as she said it, looking closely she looked as though she was fighting tears.

"You going to miss me Lois?" Clark teased.

"Of course," Lois chuckled, "who am I going to pick on?"

"Good luck Clark," Chloe croaked through tears hugging him tightly, "save the world," she whispered softly.

"It's what I'm here for," Clark whispered back. They parted with a chuckle with a confused Lois looking at the two trying to get the joke. She never would.

"So, are you staying for dinner?" Dawn asked when Clark returned the next day holding his bags. He dropped it on the ground gingerly as he stepped through the threshold to see Xander, Anya and Dawn welcoming him. "Cos we were loving the cold staring contests."

"And I always lose those kind," Clark joked weakly. "I'm only staying to say goodbye."

"Well, bye," Dawn said glumly hugging him tightly, "try and visit."

"I doubt I'll be able to," Clark said, "but I'll try and skim through it all."

Dawn chuckled shaking her head at Clark's dry humour. Xander stepped forth holding out a hand. "See ya, CK," He said shaking Clark's hand, "good luck with the lime wire times."

"Thanks," Clark smirked liking Xander's pop culture referencing.

"I am not here for sexual favours with Xander," Anya said quickly, Clark surprised by her abruptness, Xander blushed at her sentence. Clark wasn't sure how he felt about Anya, he liked her but she didn't know what was polite and what wasn't. "I just came to say thank you for saving me."

"It was no problem," Clark replied shock taking over him as Anya suddenly kissed her and hugged him, "really no problem."

"Good luck," she said softly parting from him.

"Thanks," Clark said stunned. He stepped back sheepishly looking around, "where is she?" he asked Dawn referring to Buffy. They still hadn't had much chance to talk despite him coming over nearly every day, Buffy had spent most of it saying she was at work or ignoring Clark.

"She's in the garden," Dawn replied nervously. Clark walked forward heading for the back door, "erm... you sure you wanna go alone?"

"If she's got kryptonite or uses magic I'll call ya," Clark called back exiting the house to find Buffy sat at the bench in the middle of the garden. He walked over to her slowly.

"You're leaving then," Buffy said at once not looking at him.

"Yeah, up north to the Arctic," Clark replied softly.

There was a moment's pause.

"Buffy..."

"Clark..."

"I know I should have told you," Clark said guiltily, "I just..."

"Forgot," Buffy snapped.

"Yeah," Clark said, "I mean what with everything happening and... us... I mean it's just been confusing... before I came here, I knew what I had to do and then found out you were alive..."

"So this is my fault?" Buffy exclaimed indignantly.

"I didn't say that," Clark said calmly knowing that that was coming, "we've both wanted this for a while and it seems like every time we get the chance something happens."

"First Giles," Buffy replied, "then we didn't want it to be a rebound and now this your leaving."

"Plus we were with different people," Clark said softly, "have you told Spike?"

"No," Buffy said coldly glaring at the name.

"But, you were..."

"Sleeping with him," Buffy said quickly. "Don't remind me... it's over. I ended it."

"How'd he take it?" Clark asked sympathetically, knowing how much Spike cared for Buffy. Clark watched as Buffy shifted uncomfortably, "what's the matter?" Clark asked with concern.

"He took it bad," Buffy said softly, tears welling in his eyes.

"He hurt you," Clark growled softly anger bubbling inside him.

"Don't," Buffy said taking his hand, "I can take care of him... you have things to do..."

Clark opened his mouth to argue, a million images running through his head on how to kill Spike. He had trusted him, believed in him. He truly was a monster. There was a moment's silence.

"So you don't know how long you'll be gone?" Buffy asked breaking the silence.

"I'm not sure," Clark said, "Jor-El never specified. But I think it will be a while."

"A month?" Buffy asked hopefully.

"I'm thinking longer," Clark replied sadly.

"I'm sorry," Buffy replied, "about Spike..."

"You have nothing to be..."

"No not what he did," Buffy replied, "I mean what I did with him... what you saw. I'm sorry you had to see that."

"I'm used to walking in on people," Clark replied remembering how he had walked in on Lex and Lana. Spike and Buffy had been worse.

"I was in a bad place and Spike... made me feel for a bit," Buffy explained, "but you make me feel more. I feel safe around you Clark."

"I hope I can make the world feel that way," Clark quipped, "cos if Jor-El's plan is as big as it seems I'll have my work cut out."

"The thing I've learnt in the past year is nothing is easy but you gotta work at it to make things better," Buffy said stand up and walking towards Clark. "If you can make my life feel a lot better in just a few days then you will definitely change the world. You have to go. You have your destiny. I have mine. Don't think you've seen the last of me. I'll see you again."

"Looking forward to it," Clark said hugging Buffy as she put her arms around him, he parted slowly leaning in kissing her softly. His kiss was soft and tender not like Spikes. It was vicious and longing. It was like Angels. Caring and safe.

"Oh don't mind us," Xander called from the porch. Clark and Buffy parted turning to see Xander and Dawn watching them smiling. Clark smiled embarrassed whilst Buffy glared at the two of them. Xander held Clark's bag up, "thought you might want to take off from the garden. Go out show-offy, just the way you like it."

Clark took the bag throwing it over his shoulder. "Yeah, thought I might do that," Clark replied shaking Xander's hand again. He turned nodding to Dawn, "look after yourself Dawn."

"I will," she said tearily hugging him yet again, they all wanted a last goodbye. "Please don't do another love fest with my sister."

"I don't think I can promise that," Clark replied turning to her kissing her goodbye. "see ya... someday."

"Yeah someday," Buffy chuckled weakly, her eyes welling with tears. Clark lifted off the air rising a few feet into the air smiling down at her. "_Come back soon_," she whispered so quietly it was as if she didn't say anything at all, but Clark heard her. He nodded before flying off into the air. He was getting used to this as he spun in the air turning himself to the right, a huge smile on his face. There goes my fear of heights, he thought to himself.

Spike stood on the tomb of his chair looking down at the chair leg. He was going to do it, he'd sharpened it up just right, and he was going to do it. "Spike, listen this is crazy," Clem cried trying to stop him, "just get down from there and we can..."

BOOM! Clem was cut off as the door of the crypt exploded open revealing Clark stood at the door glaring at Spike. "We need to talk," Clark snarled.

"Yes, talk, that's good, Spike listen to him," Clem stammered.

"Get out," Clark ordered, Clem nodding fearfully and running out of the crypt.

Spike glared at Clark irritably. "Can't you see you're ruining my suicide?" Spike snapped, "could at least let me die in peace?"

"I know what you did," Clark snapped grabbing Spike and throwing him against the pillar, "to her!"

"I-I didn't..."

"Didn't mean for it to happen?" Clark finished angrily lifting him up by the throat, "what? She wouldn't do what you want so you thought you'd do it anyway! Was it because she rejected you?"

"I love her," Spike gasped as Clark grip tightened.

"You don't know what love is," Clark snarled throwing Spike towards the door, but near the shadowed area, just an inch from the sun.

"Fine, kill me," Spike shouted hopefully, Clark stopping surprised, "I'm a monster, and I should be slain."

"You wanna die?" Clark asked looking at him closely.

"I don't deserve to live," Spike gulped tears dripping down his face, "I've killed hundreds of people... thousands... they all tasted good... I've been a monster for two hundred years, but _that_ was the first time I ever saw the monster I was... I thought I loved her..."

Clark looked at him closely, is anger subsided and all he could feel was pity for the cowering, crying creature before him. "We all have our dark sides," Clark said softly, "I've seen it."

"Oh yeah, red," Spike gulped playing at the ground with his finger, "... what you gotta ask is... who's worse... the girl trying to avenge her bit of crumpet or the rapist who betrays his lover..."

"You know, for a moment I thought you might be good for her, thought there might be good in you," Clark said trying to sound harsh.

"Well, you were wrong there," Spike sing-songed sarcastically chuckling.

"I don't see anything funny," Clark said coldly glaring at Spike.

"I just can't believe you think you saw any good in me," Spike chuckled uncontrollably, "a vampire."

"I was taught if something can feel love and care," Clark stated sharply, "then it's not all evil. There's still hope."

"What hope do I have?" Spike cried dismally, "I'm a freak. Only thing keeping me going AWOL is this chip in my head."

"If that's what you believe then your _soul_ is truly lost," Clark replied looking at Spike closely. Spike looked up at him his eyes wide realising what he had said, "I hope you can save it and yourself."

Clark walked towards the door passing Spike rocketing in the air leaving the vampire with his thoughts. Every part of him had wanted to rip Spike apart, to push him into the sunlight and watch him burn. But something had stopped him. Maybe it was because he knew Buffy wouldn't have wanted him to do it, but he knew really why he didn't... he knew Spike was sincere. He could feel it. He hoped he was right and he hoped Spike took his advice.

Clark stepped into the Fortress, he pressed one of the crystals as it glowed. "Kal-El, you have returned. You have finally chosen to start your training," Jor-El's voice echoed through the ice palace.

"The phantoms have been captured or destroyed," Clark replied, "it's time I accepted my training. Whatever you have to teach me, I am ready to learn."

"Very well," Jor-El echoed a blue light encircling Clark, "let us begin. Even though you have been raised as a human being you are not one of them... you have great powers some of them you have only yet to realise..."

Clark looked on as a bright light flashed in front of him and he was transported into a starry background being pulled through the cosmos, a hundred of images scanning his mind. As a wise man once said, he had taken his first steps into a much larger world.

AUTHOR NOTE

Right so that's the end. Hope you enjoyed the story sorry it took so long. Not sure when I'll start the sequel might take a little break, a week or two or something, go for other stories. But everyone should look out for Smallville: In the Twilight Hours, which will in fact be my last Buffy/Smallville crossover which I hope everyone enjoys.


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